Marvel Universe: Heroism
by SOLDIER-MS
Summary: Sequal to becoming a hero, Sven Reilly AKA Aeon continues his career as a super hero. Leading his own team of teenage heroes Aeon must also fight his rival Ultimate and other super villains as an unknown Super Human watches his every move
1. Prologue

Disclaimer: I do not own any thing created by marvel, the only thing I do own is Aeon and the other collection of OC's in this Fic

This is the sequal to Marvel Universe becoming a hero and my X-men Academy X fic is also connected with this, I'd recommend reading Becoming a hero first but it shouldnt be too essential.

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Marvel Universe: Heroism 

Prologue

**15 years ago**

Supreme Headquarters, International Espionage, Law-enforcement Division. Also known as S.H.I.E.L.D a top-secret defence organisation created to fight super human threats to the United States of America. These days S.H.I.E.L.D agents operate like armies from floating fortresses and weapon platforms known as Helicarriers. A particular carrier also known as S.H.I.E.L.D. central was the operating centre of the organisations super soldier program an operation known only to high ranked S.H.I.E.L.D personnel and of course all the scientists and agents involved with the project.

Two agents walked down the corridors of the Helicarrier discussing their day, even if they were highly skilled agents trained in secrecy and professionalism they still talked about their daily lives and jobs. One was Latina while the other was African American.

"You would never believe the headache those Psi-Soldiers can give you, Taylor spent a whole five months in the infirmary because he was put in a coma from one blast from those guys" The African American appeared to be the oldest with his greying hair and wrinkled face.

The younger agent shook his head before speaking "Well today I was put in charge of rating the combat effectiveness of the Gamma warriors and the Absorbing man projects today, I'll tell you the strength those Gamma infused guys got was incredible but they had the intellects of infants, they kept saying words like smash all the time and those Absorbing men were no different since they turned into the same material as anything they touched, only one of them managed to fully control his powers, we had to put the rest of them down"

"I do trust they managed to program the life model decoys exactly the way the originals were?" The older agent asked with his eyes narrowed.

"You kidding it was like taking candy from a baby, Coppers LMD has even invited us over for a Barbecue next week"

"I heard that you and Reilly volunteered to be the test subjects for two other projects"

"Reilly already had his done, he was in a lot of pain when I watched him inject himself with that serum but he still put on his grin and showed off the energy generation powers he had developed, man how somebody like him became a S.H.I.E.L.D. agent I'll never know I mean he thinks of himself as a hero and holds the least number of kills in all missions, why that girl friend of his is living with him I'll never know" There was a bitterness in the young man's voice and the older agent frowned at him.

"He's never needed to kill opponents because he's only ever knocked his opponents out, sure he may be idealistic and Naïve but he is not weak, he's a good man!"

"A good man, yeah right he's just a total idiot" The agent said to be met with his seniors elbow.

"You listen to me son Slade Reilly is ten times the man and agent you are, he saved my life so many times that you can tally them on my arm, the closest anyone has ever been to dying when working alongside him was the time he and Fury were caught behind Hydra lines and Fury lost his eye, it was thanks to Slade that Fury's alive and still serving S.H.I.E.L.D today even if he is just a desk jockey" The veteran agent explained to the floored agent.

"What is going on here?" a red haired woman wearing a black bodysuit said to the agents having seen the fight from a distant.

"Nothing Commander Romanoff, Tyler here was just insulting a man who deserves more medal of honours than he gets even if he does turn them all down"

"Agent Tyler you go to the infirmary and get that cut looked at, the Professor will bombard you with the rays tomorrow and you Agent Bradley still have yet to undergo the Super Soldier treatment along with the rest of your brothers" Natasha Romanoff said smiling wickedly.

"Racist turncoat bitch when are you going to learn to respect your seniors, I fought in Nam when I was half your age" Bradley said walking away from Natasha. "And I still choose to serve this country even if my grandson to come will need a grandfather"

Tyler got up off the floor brushing himself off and glaring at the veterans back then blushed as Natasha laid a hand on his cut lip. Natasha smiled before she pressed her lips against Tyler's who wrapped his arms around her waist as she ran her hands through his brown hair.

"So can we meet again tonight "Black widow"" Tyler smirked.

"Sorry I'm afraid I have to file a report on Slade Reilly's progress with his powers, still Isaiah was right you know Slade is an incredible soldier despite his life saving nature" Natasha said.

"I'm not going to let that idiots friendly smile get to me, but next time he says hello in that friendly and dense manner of his I'll throw him out of the carrier, hopefully this augmentation they're going to give me will be worth the hours of physical training I had to go through"

"But it was well worth it for me wasn't it?" Natasha asked playfully kissing Tyler's lips.

A day later Tyler leant against the wall in one of the corridors mentally preparing himself for the treatment he would receive later in the day. His ears twitched as he heard the voices of some of the younger off duty agents talking amongst themselves.

"Hey did you hear what Slade did yesterday, he created energy and solidified it into a material as hard as metal, then he made a disc and flew around the training course on it slicing the bullets that they sent at him with the sword he made"

"Yeah he's an amazing guy, I wish I could have ended up with him as my instructor that Gauntlet guy is just too tough on us"

"Hey did you hear him at lunch yesterday, it turns out his girlfriends now pregnant, they're planning to name him Sven after Slade's old Navy Seals buddy"

"What about if it's a girl they do need to plan ahead of things"

"You know Slade and his instincts they're never wrong…man Slade Reilly a hero and a father who would have thought"

Tyler grinded his teeth together before he looked at his watch and realised that now was the time when he would receive the power of a super soldier. He reached the research centre where the scientists asked him to take his shirt off and remove all his equipment and firearms, when he did they directed him to a cylinder tube.

"Now Agent Tyler remember that this process may be extremely painful and you may not survive, if you have any doubts now is the time to back down" The lead scientist said.

"Save your breath, I'll become a hero one far greater than any this world will ever see" Tyler said with determination in his eyes.

"Now begin bombarding him with the radiation" One of the scientists pushed a button on his console and the lights in the chamber turned a red colour.

Tyler grinded his teeth together before screaming in pain and shaking as he fell to the floor.

"Oh my god he's going into cardiac arrest, we have to abort the bombardment" One of the scientists said looking at the computer that monitored Tyler's heart.

"Wait just a little longer his condition might stabilise" the lead scientist said.

At this point Tyler broke down into a fit vomiting on the floor, red marking suddenly appeared on his chest and back forming a symbol that looked like an upside down gothic E letter.

"His conditions stabilising, his conditions now normal" Tyler breathed heavily as he got up off the floor staring at the symbol on his chest.

"Let us see if experiment Elemental of Project Aeon is a success" The lead scientist smiled as Tyler put on his professional demeanour hiding a smirk on his face.

"Agent Tyler, you should now have the ability to control different types of elemental radiation such as Fire, water, electricity, wind, light as well as other forms of magic" one of the scientists explained.

"Hit me with everything you've got" Tyler said and over the next few hours the scientists bombarded him with water floods, infernos, electrical rays and wind created via high power fans. Tyler or Elemental as he had begun to be called would control the different types of elements with simple movements of his hands all the while the symbols on his chest and back glowed a red colour.

"Please inform the General that all tests on Super Soldier Elemental have been a complete success" The lead scientist said proudly to an Agent that was overseeing the experiment.

That was the day when project Aeon and anyone involved with it was destroyed. An explosion rocked the Helicarrier as hundreds of men dressed in green suits stormed the Helicarrier shooting anything that moved. Most of the super soldiers and agents that stayed to fight were shot on sight while others ran away to escape pods.

"EVERYONE FOLLOW SLADE TO VICTORY!" Isaiah yelled shooting at the Hydra terrorists with his Shield pistols while others were either shot or managed to get in a lucky bullet before they were shot. Pretty soon Isaiah also suffered a shot to his legs forcing onto the floor however the determined soldier kept on shooting at the aim agents until a man wearing a blue suit with the S.H.I.E.L.D insignia on his shoulder threw the veteran over his shoulder thrusting his free hand forward and pushing the terrorists back with a wave of energy.

"Slade leave me and get to an escape pod, I'll be fine" Isaiah whispered weakly only to receive a smile from the youthful face of the blonde agent carrying him.

Isaiah was carried to an escape pod where a medical officer who would keep pressure on his bleeding legs waited for him. The veteran agent looked out of the window to receive a thumb up from the man whom had carried him away.

"Good luck Slade and for gods sake don't get yourself shot" Isaiah said smiling as the pod flew away from the burning aircraft.

Meanwhile Elemental held his own against the invading Aim terrorists either consuming them with fire or shocking them with electricity. Tyler smirked as he began throwing drill like miniature tornados at the terrorists impaling them. He began laughing maniacally as his eyes glowed red and his muscles began to expand.

"THIS POWER IS AMAZING!!" he yelled. "I AM THE ULTIMATE SUPER HERO ELEMENTAL, I CONTROL EVERYTHING AND MY SKIN IS UNBREAKABLE!"

At that moment the blonde haired agent entered the room looking astonished at the bodies lying on the floor and glaring at Tyler.

"DON'T GIVE ME THAT LOOK REILLY, YOUR PATHETIC ENERGY MANIPULATION POWERS ARE NOTHING COMPARED TO MY GOD LIKE ABILITIES!!"

The agent turned his glare into a look of determination as Elemental ran towards him, the berserk Tyler's skin actually started to change a red colour and spikes began growing out of his shoulders, his pupils became dilated while his skin started to shine like a diamond. Elemental thrust his now hulk like fist at the agent who rolled to the side avoiding the blow as it burnt the ground turning it into molten rock. Blue energy covered the agent's hand as he punched Elemental in the cheek sending him crashing to the ground.

"NO MORE HOLDING BACK REILLY YOU KILL ME OR I'LL KILL YOU! AND ONCE I HAVE I'LL BECOME THE GREATEST SUPER HERO IN THE WORLD!!" Elemental yelled as he was covered in an aura of red flames.

The agent frowned determinedly as he was covered by an aura of blue and white energy burning the ground like a flame. Both former super soldiers yelled as they charged towards one another clashing their fists together creating an explosion that blew apart the Helicarrier.

Elsewhere in the Helicarrier the Hydra terrorists met with a red haired woman, Natasha Romanoff.

"Your money will be transferred to your account in Russia Black Widow, then again I don't think theirs anything you can pay for someone to betray their own organisation" One of the Hydra agents said frowning at the very sight of the turn coat behind his mask.

"True darling very true, however I never believed in the cause of S.H.I.E.L.D. to begin with, those foolish old men who run this organisation never once thought for a minute that the Russian turncoat would betray secrets, and they'll continue to remain oblivious to my actions, as for the super Soldiers that got away leave them to me I'll deal with them all"

"There are a large number of the Super Soldiers who impregnated their wife and girlfriends, watch these children and if they become a threat with their mutant powers I want them dead"

"Don't worry sir I'll watch them very closely, just call me again if you require any more information on the projects that S.H.I.E.L.D are running"

**9 months after Project Aeon's fall**

Kate Reilly smiled as the nurse gave her baby son to her; she cradled the child in her arms with a tear running down her face. The child laughed which caused Kate Reilly's previous tears of sorrow to turn into tears of happiness.

'Slade wherever you're hiding, I wish you could see your son right now…Sven, that's what you wanted to call him, very well then!' Kate thought planting a kiss on her child's head.

Next Chapter 1: 15 years later

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Enjoyed the beginning? Review with your thoughts! 


	2. 15 years later

Disclaimer: I do not own Marvel

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Marvel Universe: Heroism

Chapter 1: 15 years later

New York City a city of crime and heroes, home of most crime fighters that roam the world like the Fantastic Four, Spider-man and Daredevil. One of the greatest cities in the world and America. It was midday and rush hour when most people would be leaving work. Suddenly the people's daily routine was cut by the sound of an explosion coming from a nearby bank.

"COME ON BOYS GET THOSE BAGS TO THE PICK UP POINTS!!" A man dressed in a yellow and red quilted suit yelled at the men wearing Balaclavas and carrying moneybags under their arms as they ran away from the bank door.

The man was the villain and thief known as the Shocker because of his gauntlets, which could unleash a destructive wave of energy whenever activated. Each of the minions dropped their bags off at a different point on the street and the bags were later picked up by other costumed super villains, one a bald man wearing a green suit with green wings, another a young man wearing a purple and silver suit of armour with rockets built into his boots and back pack which looked like the shell of a beetle while his helmet had insect like eyes, the final flyer was a hideous yellow skinned man with red eyes and pointy ears, he rode on some kind of flight unit modelled after a bat and he also wore a black cloak and hood and carried a bag filled with numerous bombs and other weapons. The three men were the Vulture, The Beetle and the Hobgoblin all-high time crooks though the Beetle was more of a Mercenary for hire.

"FREEZE!!" The police officers yelled at the Shocker pointing their pistols at him but the thug merely snorted and blew the policemen's cars to smithereens.

"Too easy!" Shocker said smirking under his mask. "I knew this plan would work without any trouble, the boys on the ground keep everyone occupied while Vulture, Beetle and the Wannabe Goblin take the money back to the hideout"

Suddenly much to Shocker's…shock the Vulture suddenly crashed down on one of the abandoned cars. The villain looked up at the roof and widened his eyes in terror as standing before him was one of newest heroes on the block.

Aeon though his real name was Sven Reilly, under his blue and grey mask was a young boy of fifteen with messy blonde hair and grey eyes. The heroes costume was blue and silver with a grey A on his chest, his mask covered his head a part from a spot at the top which revealed his hair and grey lenses covered his eyes.

"No you're not messing up this operation this time!" Shocker said as he activated his wrist blasters.

"He's not alone you know" Shocker turned his head to be met by a fist straight to his face. Shocker cursed as webs covered his body, it was another one of New York's heroes, one of the more famous ones Spider-man wearing his latest wardrobe change, a Red suit with a black spider design on his chest and back and of course his white eye lenses.

"Hey Herman, how've you been doing? Lets see I've got a few questions, most of us masked vigilantes have been onto your little operation for weeks so could you make it a little easier for us and tell us where your meeting point is otherwise my psycho friend here's other side might be in the mood for beating the information out of you" Spider-man pointing his thumb towards another Vigilante who was standing on the hood of a car, he wore a white suit with gold arm bands and the symbol of a crescent moon on his chest, he also wore a dull grey mask with a cloak and hood, their were various crescent shaped blades on his belt and arms as well as a long white pole he carried over his shoulder.

"It's one thing to have Spider-man on your bad side but I'd rather not have the Moon Knight on my list of enemies as well" Shocker sighed. "At the docks, warehouse number 4, you should brace yourself"

"Thanks Herman, say hi to all my fans in the slammer" Spider-man smiled underneath his mask before he jumped and climbed up to the roof of the building Aeon stood on. "We've got the hideout, it's at the docks in one of the warehouses"

"Good, Spidey push the tracer and the others should be on their way as planned" Aeon said before he jumped into the air landing on another building roof.

Spider-man reached into the belt hidden underneath his costume and removed a glowing blue spider shaped device, he pressed down on the button built into the Spider tracer and swung after Aeon.

As the young Sven Reilly ran and jumped from rooftop to rooftop he counted the events that had happened since he gained his powers, he now had government spies watching him everyday, he was dating his childhood friend and he had also stopped crime on a daily basis and was associated with most heroes in the city.

"Hey Sven what are you up to?" A voice asked above Sven. He looked up to see one of his role models and friends Tony Stark AKA Iron Man wearing the Red and Gold suit of armour that had made him so famous.

"Sorry I didn't say anything about this to you and Cap, I figured if Fury didn't know then there was no point in us telling you" Aeon said.

"Aeon, you shouldn't do this on your own" Tony said with a worried expression underneath his helmet's faceplate.

"I'm not on my own, I've got Spidey, Moon Knight and some of the New Warriors with me"

Tony raised an eyebrow at the latter team name "Sven you know that the New Warriors are a ragtag group, they're untrained and could get someone hurt" he said.

"True but who doesn't get hurt when we do this job, besides I didn't feel comfortable coming to the Avengers or S.H.I.E.L.D because of the leak" Aeon said narrowing his eyes remembering all too well that there was a spy within the Super Human Defence agency. "Besides they aren't that bad, at least they aren't running that stupid Reality TV show now, I mean come on a reality TV show that sort of thing would of started a war man!" Aeon laughed and Tony shook his head at the statement.

Aeon landed at the docks followed by Spider-man and Moon Knight who had both swung here.

"Where are they?" Tony asked.

"Have no fear fellow Super heroes the New Warriors are here!" A voice cried out. The Four heroes sighed as they turned their heads to face the key figures of the New Warriors Super Hero team.

Namorita an Atlantean girl with the same traits as most Atlantean's, blue skin and Long White hair as well as wings on the tips of her heels. She wore an Orange one-piece swimsuit and a gold band on her arm.

Beside Namorita was the New Warriors leader Night thrasher, a man who wore a black and red suit with a utility belt and a black leather coat. And crouched down on the floor was the liveliest of the New Warriors Speedball a young blonde haired boy wearing a blue suit with orange gloves and boots and a pair of goggles with orange lenses.

The final core member was Nova, a hero from outer space who wore gold and blue armour and a Golden helmet with a red star shape on it.

"Are there bigger idiots in this world than you, I don't see why Ben joined you guys" Spider-man said referring to his clone the Scarlet Spider who had joined the New Warriors a few weeks ago.

"Give them a break Spidey, they aren't getting much attention now than they did when they were TV stars but at least I don't get the urge to throw the TV out of the window now" Aeon said grinning underneath his mask.

"Did you seriously do that?" Speedball asked and Aeon shook his head.

"So who exactly do we have in there?" Iron man asked.

"So far we've only counted the Beetle and Hobgoblin since we already took out the Shocker and Vulture" Spider-man said.

"Ok guys this is it, we're going in!" Aeon said walking towards the closed warehouse that the villains were believed to be hiding until Iron man placed his hand on the boys shoulder.

"We should call Fury and tell him about this" Tony said.

"Fine you call Fury and tell him to bring a clean up crew" Aeon said then began sprinting towards the warehouse with the other heroes behind him.

"That isn't what I meant" Tony sighed.

Aeon tore the door of the warehouse open, his eyes then went wide in shock as he looked upon the gathering that was taking place in the warehouse. The villains weren't just the Hobgoblin or the Beetle but others who Sven had only heard of but immediately recognised.

Tiger Shark a villain who appeared to be a man except for his grey armoured skin, razor sharp teeth and shark like fin on his head and spine. He wore an orange and black swimsuit style costume.

Another was one whom the young hero had actually met before, Nighthawk a former Defenders member. He wore a black suit and a helmet that resembled an owl's head specifically in it's glowing orange eye lenses. His belt was filled with no doubt numerous gadgets and throwing blades.

The young woman known as Meteorite was a villain who Aeon had only seen on TV. Her costume was composed of an almost metallic yellow suit a metal belt, white gloves and boots and a helmet with yellow eye lenses that covered the top half of her face and let her blonde hair drop down to her waist.

Eric Williams or the Grim Reaper was another who Aeon would occasionally hear of on the TV. The brother of Simon Williams AKA Wonder man, but unlike him Eric was psychotic and selfish. He wore a black suit with a red cape and crossbones symbol on his chest; his right hand was amputated and replaced with a scythe blade.

Aeon shook in fear for a second before he regained his composure for standing before him was a former General of the Mandarin's army. Hellfire a beautiful blonde haired girl who formerly possessed a second layer of armour like skin, now she wore a pair of red leather trousers with boots, a leather tank top with a whole on the chest revealing her cleavage, her eyes glowed an orange colour and her lips and nails were coated black. Surrounding her and keeping her above the ground was an aura of fiery energy.

"Wow so I finally get to see the first" Hellfire said giggling.

"I thought all of the Super Soldiers had been stripped of their powers" Aeon said.

"Yeah well that's one of the many surprises that kick you in the balls kid" Hobgoblin said pushing a button on his glider with his foot, the button activated a mechanism which opened the mouth of the bat like glider revealing a miniature rocket launcher.

"EVERYBODY SCATTER!!" Aeon yelled and the heroes did exactly as they were ordered to.

Nova flew straight into the Grim Reaper smashing him into the wall of the warehouse. Spider-man jumped at the Hobgoblin only to be blasted away by the laser built into the villain's gloves. Namorita tackled Meteorite to the ground but the armoured woman kicked the Atlantean away from her then blasted Moon Knight with a beam of light shot from her hand. The grey clad Vigilante immediately flipped back onto his feet then threw three crescent blades at Meteorite, the woman thrust her hand forward surrounding the blades in an aura of golden energy before they were sent hurtling to the ground crating three miniature craters.

Night Thrasher ran at Tiger Shark removing two red sticks from his belt. The hero ducked under the villains furious punch then slammed his two sticks against the sides of Tiger Sharks head. He then crouched on the floor sweeping his legs round in an arc and tripping the shark like mutant to the ground. Night Thrasher jumped into the air throwing one of the sticks he held into Tiger Sharks stomach with painful results.

Speedball flew towards the Beetle surrounded in his kinetic bubble. With one punch from the mercenary he was sent flying into the wall then bouncing into Nova knocking him away from the Grim Reaper. The blade on grim reapers arm begun spinning around creating a buzz saw, he swung it at Speedball striking his barrier.

Aeon sighed as Nighthawk and Hellfire surrounding him from two sides. Nighthawk threw his Kunai knives at Aeon's back but the blades were intercepted by two repulser ray blasts from Iron Man's palm lasers.

"I just gave Fury a call a clean up and containment crew should be here soon" Tony said flying towards Nighthawk.

The black clad mercenary removed a disk shaped object from his belt and threw it like a discus at Iron man. The device latched onto Iron Man's chest creating an electric shock that sent Iron man tumbling to the ground the red and gold colour in his armour fading.

"You should really talk to S.H.I.E.L.D about where it leaves its insurance forms" Nighthawk said punching Iron man across the cheek cracking his helmet. The mercenary swept his leg round tripping the armoured warrior onto his back. Nighthawk proceeded to stomp the hero on the chest cracking his armour.

"IRON MAN!!" Aeon yelled before a huge flaming wing wrapped around his waist and threw him through the wall to the outside of the warehouse.

"EVERYOBODY TAKE THE FIGHT OUTSIDE WE CANT RISK THE MONEY BEING DESTROYED!!" Beetle yelled grabbing onto Nova's head and dragging him across the floor as he hovered out of the warehouse.

"Yeah well it wont take much effort for Nighthawk to kick the Tin mans ass" Meteorite said thrusting her hands forward and pushing Spider-man, Namorita and Night Thrasher outside.

"Wont take much effort to kick these guys asses either" Tiger Shark said punching Speedballs barrier and sending the young hero flying out of the warehouse.

'Just great' Moon knight thought as he blocked one of the grim reapers slashes with his Bo Stave.

"What's the matter Moon Knight worried now that the guys with real power are gone?" Hob Goblin asked throwing his razor bats at the vigilante only for them to be deflected with a few quick swings of the white staff.

"Too easy!" Nighthawk said hitting the deactivated Iron man across the side of the helmet with a crowbar.

"We'll see Armour reroute primary power systems and reboot" Tony said. A few seconds passed and the lights within the armour lit up and the armour regained its original red and gold colours. Nighthawk unaware of the armour regaining its power slammed the crowbar down one more time only to be surprised when Tony caught the bar in midswing and bent it out of shape.

Iron Man pulled his fist back and punched Nighthawk straight across the cheek cracking the eye lenses on the mercenary's mask. Nighthawk fell to the floor moaning at his out of place jaw.

Aeon cursed as Meteorite and Tiger Shark ganged up on him. Tiger Shark punched him across the cheek and Meteorite blasted him the chest with one of her light blasts. The young hero crouched onto the floor feeling the force of gravity increase around him, he than began sweating and knew for a fact that Hellfire was drawing closer towards him.

'Cant let it end like this!' Sven thought as looking up to see Hellfire flying towards him with her usual seductive smile.

Aeon lit his right hand up with an aura of blue energy and thrust his fist forward. The energy blast he launched took the form of a giant fist and slammed into Meteorite and Tiger Shark pushing them into the wall. An aura of flaming energy then surrounded Aeon taking shape and solidifying into his armour like second skin. The second skin appeared to be a blue body suit with red flame designs on the back and round the hips, the shoes also had a flame pattern on them, on the centre of the chest was a red A, also protecting his head was a red aerodynamics style helmet.

"Loving the new look you gave your second skin Aeon baby!" Hellfire said smiling.

"I just need it for the extra defence" Aeon said simply.

He rushed towards Hellfire at an incredible speed leaving behind a trail of energy and an afterimage.

"I don't hit women but that doesn't mean I cant throw them!" he said grabbing the girls leg and swinging her around. Aeon released his grip on blonde beauty sending her flying towards Spider-man. "SPIDEY THINK FAST!!" Aeon yelled.

Spider-man turned his gaze to the hurtling Hellfire. He back handed the girl in the stomach then jumped over her shooting his webs to tie her up. The Beetle began firing his wrist lasers at Speedballs concussive barrier not noticing Namorita flying towards him from behind. Namor's cousin slammed into the armoured mercenaries back damaging his jetpack and sending him hurtling towards the ground. Tiger Shark shook his head as he got up off the floor and ran towards the ocean.

"Not so fast!" Nova said launching himself like a cannonball into Tiger Shark's stomach.

Night thrasher spun his Bo stave around and smacked Tiger Shark at the back of the head knocking him unconscious.

"Who else is left?" Speedball asked Nova.

"Where's the Grim Reaper?" Aeon asked and the said villain was smashed through the wall of the warehouse to be followed by the Hob Goblin.

"That took a bit of trial and error" Iron Man said brushing the gravel off his shoulder plate.

"Your lucky you can afford all your equipment" Moon Knight muttered holding his snapped Bo Stave.

"Good job people we got them, hey wait a minute where did Meteorite and Beetle go?" Iron Man asked.

"I don't know one minute I punched the Beetle guy to the ground then when I turned my head he disappeared" Namorita said.

"The same with me and Meteorite Tony I'm sorry I guess I should have kept a closer eye on her" Aeon said deactivating his second skin.

"It's ok you guys did well but its time you let S.H.I.E.L.D. authorities take over now, you guys go on home I'll talk with Fury!" Tony Stark removed his Iron Man helmet running his hand through his wet black hair.

The Shield drop ship landed on the port and an African American man wearing a military General's uniform with an eye patch covering his left eye. He was General Nicholas Joseph Fury a leading man in the Shield army and Americas defence against Super Human terrorism.

"Fury!" Tony said bitterly and the General merely nodded.

"Boys you know what to do" Fury said simply as the clean up crew began their work. "Your getting soft Tony you really should keep a closer eye on the kid" he said referring to Sven.

"Maybe you should hire agents with a much larger attention span" Tony said.

The two men didn't exchange any pleasantries considering S.H.I.E.L.D was still filing breach of contract forms for Tony's sudden cancelling of his companies weapon productions program. Tony watched the aircraft fly back towards the Triskelon and put his helmet back on taking to the air and beginning his short flight back to Avengers Mansion.

Elsewhere Faith a young girl with long brown hair sat at her desk watching her once childhood friend and now boyfriend sleep in front of their teacher Hal Jones class. She giggled as Jones scrunched up his face in anger and impatience.

The former air force navigator was about to speak until there was a knock at the door. "Come in!" he said and the door opened revealing the principal of the school.

"Mr Jones today you'll be inducting three new students into your class I'd like them to be made welcome of course" The principal said and Hal nodded ushering the three youths into the classroom.

"Sven wake up!" Tito one of Sven's best friends and a computer wiz held onto Sven's nose.

"What the hell got off!" Sven growled snorting as he woke up and turned his attention to the three new students.

"Allow me to introduce the new students who I hope you will make feel welcome" Hal said. "Firstly I will introduce Chris Powell!"

Chris Powell was a black haired boy wearing a blue muscle shirt and long leather coat, tied loosely on his neck was a pink crystal amulet. He kept his hands in his pockets not really paying attention to the looks he was getting from a few of the girls of the class and the boys who would probably make fun of him for his amulet.

"Jessica Drew!"

Sven and Jessica smiled at each other since they both had already met. Jessica Drew was a female clone of Peter Parker; she had dyed her previously brown hair black and was also secretly the heroine Spider-woman and her "brother" Miguel a six armed clone of Peter was staying in Sven's basement. She was getting a few jealous looks from the girls mostly because of the looks of awe that she received from the boys and Sven had no doubt that it was because of the pheromones that she emitted.

"John Gallo!"

The white haired boy John Gallo seemed to portray and aura of arrogance especially in his stance and smile and Sven could immediately sense the heart of a joker inside him.

"Now its customary in my classes for all of the students to know a few things about each other so please tell us a few things about yourselves, your interests and ambitions possibly" Hal said.

Chris was the first to step forward waiting for most of the people to finish muttering before he spoke.

"My names Chris Powell and I've just had my sixteenth birthday, you've all obviously come up with a few ways to piss me off mostly to do with my amulet which I don't feel like talking to you about only that if you take it your in for a world of pain, other than that I'm pretty sure we'll get along fine, my goal in life is to become a Police officer!" Chris said then walked to his seat behind Faith.

"Hello everyone my names Jessica Drew I live in an apartment a few blocks away from the school, I like gossip, chemistry and genetics and my future goal is to become a private investigator" Jessica said then took her seat that was two other seats in front of Sven's.

"Hey everybody, the names John Gallo and I am a mutant!" the white haired boy said and there were a few murmurs in the room. "So go ahead and say all you want to about mutants being monsters or scourges among humanity and make all the snide and racist remarks you want because I really don't give a damn!" John walked calmly to his seat, which happened to be next to Tito who seemed a little nervous around the mutant teenager. He didn't actually have anything against them; he was just easy to scare.

"Well I think with Chris, John and Jessica being new and having missed their first assignment on the book Lord of the Flies and the Ethics of Super Human registration they'll need study partners to help them catch up" Hal said, he looked the around the room no less sizing up good study partners for his three new students. "Ah Elizabeth Perkins could you work with Jessica Drew please, and Kyle Carter could you please work with John Gallo please?"

"Um sir I'm not entirely comfortable with this" Tito stuttered.

"I'm sorry I should have phrased the question differently you will work with John Gallo and I if I even hear a whisper of racism from you then you'll be in detention with Coach Bradley and we all know how he likes to spend his detentions with racists" Hal said with a smirk as Tito's eyes became filled with fear. Coach Bradley was probably the strictest off the schools staff, an African American man who had previously served in the army with muscles and a height that would make Captain America jealous. Hal turned his eyes to Sven and sighed as the boy had fallen asleep again.

"ATTENTION SVEN REILLY!!" the teacher yelled and Sven jumped off his chair his back as straight as a pole.

"Uh teach that was a dirty trick" Sven moaned.

"I've noticed your falling asleep more often Sven perhaps you could be the one whom helps young Chris catch up, maybe remembering your work on the Ethics and literature papers will exercise your brain and keep it alert more often" Hal said.

"But I barely managed to get the pass grade for the Literature paper"

"Yes but you gave an extremely passionate conclusion in your view against registration and that was worth more than an A grade so I think that Chris will benefit from your help that is if you can abandon him" Hal said and Sven nodded always eager to help someone out. "Well its up to you guys to make a plan for when you all get together to study now have a good weekend and make the most of it cause next week I'll be away on a conference and Coach Bradley will be your teacher" at that moment the home time bell ran and Hal dismissed the class.

"So what's been up with you lately Sven you've been falling asleep in class a lot lately" Tito said concerned for his friend.

"Hey I'm not doing that bad, sure I fall asleep a lot but I do get work done" Sven said.

"Yeah but that's only because Faith and I help you, you cant rely on us all the time" Tito said frowning.

"Leave him alone Tito, besides shouldn't you be setting up a study timetable with Gallo?" John Walker asked.

"Well Sven should be setting up a timetable with Chris as well" Tito complained.

"I would have but Powell just run off after class before I got a chance to talk to him, Faith's talking with Jessica right now and what are you doing, look Johnny's right over there just go talk to him" Sven said.

"But haven't you read the news lately, all these cases of mutant terrorism, and I heard that at a school a mutant ate his classmates arm"

"Firstly if you want to remain my friend don't call them mutants as if they're another species, they're human full stop and like every human out there each of them is capable of good or evil, take the X-men for example" Sven explained and this eased Tito's mind only a little.

"Well I don't know about you guys but I think it's about time I got home, see you later" John said crossing the road where he taxi was waiting and it was only Sven who knew that the taxi was actually a S.H.I.E.L.D agent transporting his friend to Avengers mansion.

"Well I'll be walking home, see you later Tito" Sven said waving goodbye to Tito and beginning his walk home.

Back at his house Sven sat in his room playing a few computer games until his mobile beeped. Sven looked at the phone curiously wondering who would be texting him at this time. He picked it up and pressed the receive button.

**Come to the tower, from shell-head! **The text read and Sven immediately knew that it was Tony asking him to come to Stark Tower. Some of the heroes that Sven often kept in touch with had aliases for texting; Cap's was "American soldier!" Tony's was "Shell-head" the Fantastic four had "Selethane lady", "stretch dude", "the clobberer" and "hot head", Sven even kept in touch with Deadpool who of course had his classic nickname "merc with the mouth".

"Mum I'm going over to John's house ok" Sven said putting his signature-oversized jacket on and slinging his bag over his shoulder.

"Are you having dinner there?" Sven's mother asked.

"Yeah, I'll see you later mom" Sven said and ran out of the door. The teenage hero ran to the city and into the closest deserted alley he could find, he put on his costume and jumped onto the rooftops. Soon Aeon arrived at the secret entrance of Stark Tower, a single brick on the wall at the back of the main entrance when pushed down would slide open a section of the wall revealing an elevator that took Sven straight to Iron Man's Iron-tech lab. The Iron-tech lab was basically the hideout of Iron man were Tony kept his armour and any other equipment he would use on the field, the lab had various platforms to different lab areas with computers all run by a single AI that Tony referred to as Homer.

"Welcome Aeon how are you?" Homer asked Sven politely appearing before Sven has a holographic green humanoid.

"I'm fine thanks Homer, where's Tony he asked me to come here early?" Aeon asked.

"Yes he is in the transport lab with Doctor Richards and the rest of the team" Homer said calmly.

"Team?" Aeon raised his eyebrows behind his mask.

"You'll find out once you get there" Homer said and Aeon began his walk to Iron man's hanger where Reed Richards wearing a lab coat under his blue Fantastic four uniform waited with Tony Stark and a few others in front of a metallic ring.

"Meet the team Aeon, team meet your leader!" Tony said smiling and Aeon sensed an argument following.

The group that Aeon saw before him were mainly young teenage heroes like him. One was Jewel a girl who had what Sven presumed was dyed pink hair, she wore a pair of diamond blue gloves, a pair of white trousers with blue boots and a blue belt with a pink diamond as a buckle and a white shirt that left her shoulders uncovered.

Next was a fairly new hero Darkhawk a teenager who wore a black suit of armour with grey steel shin, wrist and shoulder guards, his helmet was also themed like a hawks beak with a red visor covering his eyes and a diamond shape on his chest.

Hellcat was a red haired girl who wore a super powered costume coloured yellow with blue gloves that housed retractable claws, she covered her face with a Blue Bandana and wore a silk blue cloth as a belt.

Gravity seemed to be the youngest of the team there; he wore a white and blue costume that looked homemade with blue knee and elbow pads and covering the boy's eyes were a pair of yellow lens goggles and a blue hat with a yellow circle on it and four arrows pointing into the centre of the circle.

The final member of this small gathered team was a brown haired girl dressed in a red and black suit with a mask that left her eyes and mouth uncovered and also had two antenna parts on her forehead.

"Some of these guys you may know Aeon, this girl here is Giant-Girl!" Tony said pointing at the brown haired girl.

"Giant-woman" She corrected.

"Team leader, you are joking with us right Tony?" Darkhawk asked.

"Yeah he's just a runt, I should be team leader since I've been at this longer" Justice said grinding his teeth together in anger.

"Runt!" Aeon said raising his eyebrows under his mask, sure he was shorter than most boys; even Tito was a good few inches taller than him but no body ever called him a runt.

"Yeah he's probably a whole lot younger than us" Jewel said.

"Well how old are you?" Aeon asked.

"Sixteen" The girl said.

"If your going to lie about your age at least be convincing"

"You see this is why I chose Aeon, he's mature enough to not argue about the matter" Tony sighed.

"Tony, what exactly is going on here?" Aeon asked.

"Well you see Aeon, Reed detected a strange anomaly in the Negative Zone and since most of The Fantastic Four are away at a book signing I want a group of young heroes to investigate" Tony said.

"You see this is one of the reasons why at times I can hate the FF, I mean come on a book signing, get your priorities straight" Aeon said.

"It's mainly Johnny and Sue has a bit of a celebrity inside her" Reed said. "Anyway this anomaly could be dangerous and I didn't feel like sending in unprepared soldiers, and another thing is that Fury would like you Six to go to the Negative Zone and investigate the anomaly but do not get involved in the problems there"

"Could someone tell me exactly what the Negative Zone is?" Gravity asked.

"It's a gateway to another universe, the beings you know as Blastaar and Annihilus came from that place" Tony said.

"The Negative Zone is an entire Universe filled with vast amount of energy that could solve the countries global warming issues for good, unfortunately no generator could contain these energies, I discovered the Negative Zone when I was Eighteen years old, I realised that with the amount of energies that the Negative Zone space gave off then it would be catastrophic if someone tried transferring that power to a generator, unfortunately my college roommate and fellow scientific prodigy Victor Von Doom tried to drain the energies with a new generator he had created, but even this generator which was capable of holding vast amounts of Nuclear energy without signs of overheating couldn't contain the massive power of the cosmic rays in the Negative Zone and the resulting explosion destroyed the lab and left Victor Half Dead and viciously scarred and the rest is history as you know. Anyway I wanted some of you to go into the Negative Zone and investigate the strange energy readings that I detected" Reed explained.

"Isn't the Negative Zone basically all space, how are we supposed to breath out there?" Jewel asked.

"The Negative Zone has air that is pressurized and breathable" Reed said answering Jewel's question.

"So why pick me to lead a group as small as this?" Aeon asked.

"Because you know what it really means to be a Hero" Tony said.

"I'm still not sure whether or not I really know what real heroism is but I suppose if you trust me with this then I'll lead the team" Aeon said bowing with respect to Tony.

"Well I suppose since we have nothing better to do today we can participate in this little mission but once we get through that portal I'm taking charge" Darkhawk said.

"No your not, you all want to be leaders so that's why I'm giving the position to the one person who doesn't want to be a leader Aeon, now all of you be ready because Reed will have the portal open in just a minute" Tony said as Mr Fantastic pushed a few buttons on his handheld computer and the inside of the ring lit up.

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**_S.H.I.E.L.D Databank Entry update The Fantastic Four_**

_**Susan Storm, Reed Richards, Ben Grimm and Jonathon Storm Junior make up this family of four.**_

_**The Father's of Susan and Reed Nathaniel Richards and Jonathon Storm Senior had always been the best of friends as well as partners. In the Baxter building the two scientists worked day in and day out to discover more and more about a theory that they came up with about there being alternate dimensions. Since their parents rarely had time for them Sue, Reed and Johnny became close friends and Sue and Reed joined a program set up by their parents to put the minds of child genius's to better use, it was here that they met Victor Von Doom a genius if slightly arrogant child who took an instant disliking to Reed.**_

_**However the program fell apart after the deaths of Nathaniel and Jonathon Senior and Sue and Reed would not see each other for 4 years. In high school Reed was constantly bullied because of his genius until Ben Grimm stood up for him and the two became best friends, Reed would help Ben with any work that he had difficulties in and Ben would always defend Reed from the school bullies, they both left for separate colleges and in was when Reed moved back into the Baxter building did he discover the Negative Zone a dimension filled with cosmic energy, however Reed did not try to make anything out of his discovery so Victor Von Doom took credit and tried to convert the energies of the Negative Zone into a generator however the explosion left many dead and Victor brutally scarred.**_

_**Four years later Reed made another discover, a cosmic ray that may have triggered the evolution of the Earth's inhabitants centuries ago was passing through space, reed always eager to discover launched a space mission with Ben as pilot, Johnny as co-pilot and Sue as an assistant researcher. Their ship was caught in the cosmic ray and was sent crashing back down to Earth, the four survived but was drastically altered by the rays.**_

_**Johnny gained the ability to create fire and now possesses skin that is capable of surviving any heat, with the simple words "Flame on!" Johnny can cover himself in fire and fly at speeds comparable to air force jets.**_

_**Sue gained the ability to turn invisible and also create invisible force fields that she can use as floating discs to fly on; she's perhaps the power fullest of the four and also the voice that keeps them together.**_

_**Reed gained the ability to control any part of his body stretching or expanding it to impossible levels, which makes the egghead surprisingly popular with the ladies. Being able to alter his shape also means he is capable of shape shifting into the form of other people however he is not capable of mimicking their voice patterns.**_

_**While the others gained amazing powers Ben was transformed into a rock-skinned creature, though on the plus side his strength is amazing and through interaction with the blind sculpture Alicia Masters has gained more of a Heart that he ever had when he was normal. Though at first Ben wanted to be cured of his appearance he eventually decided that the Thing he was now was who he was always meant to be.**_

_**A few commercials and endorsement deals later the Fantastic Four are now one of the most popular Super hero teams in the world and have faced super villains such as the Mole Man, Doctor Doom, Psycho-man and the Wizards Four but perhaps the event that put them on the map was when they saved the Earth from the planet eating entity known as Galactus with the aid of the former Herald the Silver Surfer.**_

_**The Beetle**_

_**Abe Jenkins a former agent of S.H.I.E.L.D and one of my partners during my days in the black ops. Though it was a lifetime contract Abe quit S.H.I.E.L.D stealing laser and flight technology that he used to make his Beetle armour and from that point on he became a mercenary taking jobs particularly from Doctor Doom in latveria. When Dr Doom tried to create an army of super soldiers he hired Beetle to steal a sample of the Sandman, a piece of the venom symbiote, a sample of Captain America's blood and Hank Pym's Pym particle formula. He was nearly successful in reaching the Latverian embassy however thanks to Spider-man he was caught but Abe was always one of our best agents and escaped from his holding facility and retook his armour. As I've said before Abe's the best of S.H.I.E.L.D and expert in electronics and piloting, in his Beetle armour he uses a vast assortment of energy weapons that include lasers, blades and grenades that create an energy shield in the form of a wall. He's still on the run somewhere and when we capture him we plan to force him back into military service!**_

Next Chapter 2: Disturbance in the N-Zone

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Read and review thanks


	3. Disturbance in the NZone

Disclaimer: I dont own anything related to Marvel

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Marvel Universe: Heroism

Chapter 2: Disturbance in the N-Zone

The young heroes looked in awe at the sight that befell them, they had entered Reed's portal and had entered the Negative Zone. They floated on a meteor that was more like a platform that they could all stand on.

"Now I had heard that the N-Zone was one huge galaxy but never anything like this" Gravity said in amazement.

"Well I suppose it's about time we got to work, let's go guys" Aeon said.

"Just how are we supposed to get to the target point?" Hellcat asked.

"Leave that to me" Gravity said closing his eyes and concentrating as a blue glow covered his hands, the meteor that the team was standing on suddenly started to fly in the direction of their target.

The team was silent and Aeon guessed that they were all either silently preparing themselves for whatever it was awaiting them or wondering why Tony and Reed put him in charge, which was something he wondered himself. He didn't know the others well in fact this was the first time he had even heard their names before. There were rumours of a hawk creature-stalking criminals at night, a pink haired girl who was begging the Avengers to accept her membership, a boy who could manipulate gravity beating up drug dealers and a girl in a cat costume trying to beat up criminals. Sven turned his attention back to the real world as the group approached something similar to a black hole.

"Coooool!" Aeon and Gravity said together.

"I'll check it out" Darkhawk said spreading his metallic wings and flying towards the hole, it seemed strange since most Black holes would draw objects into it but this one was still. Darkhawk fired his grappling claw into the hole then pulled it back to him staring at the eagle claw checking if there was any damage. "It seems harmless enough, my armour is as hard as titanium, I'll try going in"

"Wait Darkhawk I don't think that's such a good idea, I'm looking at this scanner that Reed gave me and judging from the readings there's something trying to pass through there" Aeon said looking at the hand held computer he was holding.

"We wont find out anything if we just stand here, but oh well you are the leader" Darkhawk said.

Darkhawk flew back towards the meteor that the team stood on and Aeon switched on the radio he had been given by Reed and adjusted it to the Iron-tech labs frequency.

"Reed here, what did you find Aeon?" Reed asked.

"Nothing but this weird worm hole object, everything else seems normal, or just as normal as a space that provides air gets" Aeon said.

"Maybe our worries were for nothing, ok make your way back"

Aeon turned the radio off and gathered his teammates around him.

"Ok Darkhawk can you shoot your grapple claw through the hole one more time? I want to double check before we leave" Darkhawk shook his head before flying back towards the worm hole and shooting his grappling hook through it again.

And much to the young heroes surprise this time he actually felt his claw touch something. He immediately drew his grappling hook back in and flew a inches away from the hole. Aeon and the other heroes on the meteor widened their eyes in shock at what they saw; creatures of all shapes and sizes began flying or floating out of the hole.

"Reed was anything living in the Negative Zone other than Blastaar and Annihilus?" Aeon asked through the radio.

"I don't think so, then again if they fought each other to decide who would rule the Negative Zone I assume that they had some kind of kingdom" Reed said.

"I think we've just found their servants, these creatures some of them are like green furry bats, this one heading towards us looks like a giant worm with teeth" Aeon said.

"Yo boss man I hate to interrupt but isn't it about time we kicked ass?" Gravity asked.

"EVERYBODY SCATTER!!" Aeon yelled and the young heroes jumped off the meteor.

Gravity thrust his hands forward sending the meteor the heroes had been standing on hurtling into three blue apelike creatures. Giant-girl grew to her giant height and braced herself for impact as the giant worm floated towards her, the worm wrapped itself around the girl's legs but she managed to grab its neck in a headlock. Darkhawk sliced a giant humanoid bat in half with his razor sharp wings then fired a purple beam out of the crystal on his chest slamming it into the chest of a blue ape. A swarm of orange wasp like creatures flew towards Jewel and Hellcat, Jewel grabbed Hellcats hand and began spinning her around swatting the wasps away, she then let go and threw Hellcat into two of the ape like creatures. Aeon floated on an disc made from his solidified energy and turned his attention to the sight before him.

'Who in he world would want to rule over these mindless things?' he wondered. He grunted as a tail smashed into his chest sending him flying towards a set of meteors.

The young hero got up off the floor and looked around him gasping at the things he saw, the meteor he had landed on had plant life and small tunnels built into it and Aeon could only guess what was living down them as he heard the patter of little feet. Meanwhile the other heroes began to face more difficulty as more and more creatures began flying out of the portal. Darkhawk fire his beam at a swarm of hundreds of the orange wasps while Gravity tried driving them back with his power. Hellcat scratched at the ape and bat creatures kicking one in the jaw and landing a punch in the middle of one of the ape's noses. Giant-girl still had difficulty overpowering the giant worm she was fighting as the creature had wrapped its tail around her arms. Jewel smashed her fist into one of the bat creatures sending it flying back into the portal, she then turned her attention to the worm that Giant-girl was fighting.

"I'M COMING GIANT-GIRL!!" she yelled.

"GIANT-WOMAN!" the said heroine yelled back.

Jewel crashed her fist into he skin of the worm who began crying out in pain. Giant-girl grabbed the two ends of the worm and tore it in half sending what was left of it and the bubbles of its yellow puss through the depths of the Negative one space. Gravity and Darkhawk flew around space trying to escape the wasps that chased after them while Hellcat had just finished the ape and bat creatures off and let their carcasses float through the vacuum of space.

"Some real help would be appreciated considering I cant fly" Hellcat said calmly as Jewel swooped in and grabbed her by her hand.

Giant-girl had shrunk to the size of a wasp and stood on Jewel's shoulder holding onto her bare skin.

"Hey where's our fearless leader?" Hellcat asked.

"Probably changing his diaper, seriously why they let someone like him be leader is beyond my sense of reasoning" Jewel sighed.

"Well Fury has always had it in for us, you after you got in the middle of an Avengers fight and ended up focusing the Avengers attention away from that Claw guy who ended up getting away" Giant-girl explained "Then there was me tripping over and severely wounding some of the S.H.I.E.L.D agents when they were staking out an Aim building"

"What about when your costume was ripped off and you ended up giving all those agents nose bleeds as well" Hellcat added causing Giant-girl to blush.

"I cant even believe a laid back guy like that saved New York city once, why he was classed as a hero while we were classed as Super humans in the S.H.I.E.L.D database is something I intend to find out" Jewel said as the three girls flew towards the meteor that Aeon was investigating.

Aeon poked his head into one of the burrows on the meteor and called out. "Who ever's down there don't worry I wont hurt you" he said calmly. Aeon widened his eyes as hundreds of green furred mole like creatures began to crawl out of the holes. He smiled, as they all seemed to be afraid of him, that showed they weren't as barbaric as the other creatures, but the one thing that puzzled him was that these moles were just a few inches shorter than him. The young hero crouched on his knees and offered his hands to one of the moles who hesitantly put his clawed paw into Aeon's grip, and much to the creatures surprise Aeon shook it smiling behind his mask.

"I'm Aeon don't worry my friends and I come in peace" he said friendly as always.

"Man what are these ugly things?" Giant Girl asked as she Hellcat and Jewel landed on the surface of the meteor beside Aeon.

"Hey they aren't that ugly, they're actually really cute" Aeon said hugging one of the mole creatures who hugged back.

"Now that I think about it they actually are kind of cute" Jewel said kneeling down as some of the infant moles started crawling towards her.

"We don't mean to interrupt but…COULD YOU HELP US!!" Gravity yelled as he and Darkhawk flew towards them pursued by the wasps.

Aeon merely thrust his hand forward creating a blue wall; the Wasps widened their eyes before slamming into the wall squashing themselves. Gravity's jaw practically hit the meteor when he landed.

"How the hell, Darkhawk and I had tried everything and you took them out with a wall, I thought your powers were energy manipulation anyway" he said.

"It was my energy, I merely solidified the energy I generated into a wall that the flies flew into" Aeon said calmly.

"Leave it be Gravity, what are these things anyway?" Darkhawk asked seeing Jewel with the infant moles on her shoulders.

"They're the locals it seems" Aeon said with a smile underneath his mask.

The portal above them suddenly started to emit a shinier light as even more of the terrifying creatures flew out of it.

"Ok team keep them away from the Meteor, we've got to hit these guys hard and fast" Aeon said his voice with a leadership tone as blue energy surrounded his arms. "GO!!" he yelled jumping towards the creatures.

Aeon flew straight into one of the worm creatures mouths and while the other young heroes were firstly shocked by his apparent suicide that shock was replaced with amazement as the worm was blown apart from the inside revealing Aeon soaked in puss surrounded by a crackling aura of blue energy. Darkhawk took to the air slicing one of the bat creatures in half then clothes lining two of the apes. Gravity flew towards Aeon as the hero was surrounded by what looked like mixtures between flies, bulls and eagles. The gravity manipulating hero thrust his hand forward pushing one of the creatures away before its talon could touch Aeon, he then used his powers to throw that creature into the other two sending them hurtling into space. Jewel flew up into the space-carrying Giant-girl and Hellcat with her, she threw both heroines towards the hostile creatures, Giant-girl grew to gigantic size and squashed the apes and bats in between her fists while Hellcat punched and scratched them. Darkhawk fired his chest laser cutting through one of the giant worms followed by drawing in one of the apes with his grappling claw and knocking him out with an elbow. Aeon flew on a solidified disc and punched bats and apes a like with his energised hands, Jewel flew beside him punching and kicking his unconscious opponents away.

"You know Aeon you may be dirty but your actually kind of cute, maybe if you showed me what's under the mask I'll show you what's under my…"

"Less talking more smashing" Aeon said interrupting his team mate as he increased speed and the energy surrounding his arms became more violent.

He virtually became a flaming rocket as he slammed into enemy after enemy amazing the other heroes with his power before he landed on the meteor where the mole creatures resided. Darkhawk and Gravity widened their eyes as the orange wasps they had faced before flew towards them again in full swarm. Giant-girl smirked as she pushed herself off one of the apes and floated in the path of the speeding wasps. She swatted the insects away with one hand.

"WATCH OUT GIANT-GIRL!!!" Aeon yelled as the wasps fired beams of light out of their stingers hitting the heroine in hundreds of places.

Darkhawk and Gravity flew towards Giant-girl blasting at the wasps. Aeon jumped towards Giant-girl as she began to shrink, grabbing his teammate he created a disc, which he used to fly back to the meteor. Jewel slammed her head into one of the final apes then turned her attention to the meteor where Aeon was holding the shivering Giant-girl in his arms.

"Hey Giant-girl stay with me now, come on don't fall asleep" Aeon said laying a hand on the girls cheek.

"I'm so cold and weak, can't feel anything!" she whispered weakly.

Aeon grinded his teeth together thinking that there was some kind of poison in her blood stream. He rolled up his mask revealing his mouth; he then laid Giant-girl out across the ground and connected his mouth with hers.

"YOU SICK BASTARD WE NEED TO GET HER BACK TO THE LAB!!" Gravity yelled landing back down on the meteor as Darkhawk and Hellcat finished off the creatures.

Jewel grabbed Gravity stopping him from taking a step further, she calmly pointed at the holes on Giant-girls body and Gravity widened his eyes in shock yet again as blue mist emanated from the wounds and the stingers popped out. Giant-girl opened her eyes before closing them and wrapping her arms around Aeon's neck, the young hero pushed Giant-girl away from him waving his hands out.

"It's not what it looks like Giant-girl you were poisoned so I used my energy to push the poison and the stingers out of your blood stream" he said pulling down his mask.

"Its ok I enjoyed it actually" Giant-girl said blushing in embarrassment.

"What was this all about anyway?" Darkhawk asked landing on the meteor with Hellcat in his arms.

"I'd guess that Blastaar and Annihilus had some kind of army, which we fought, and these guys were there slaves, but thank goodness they aren't anymore" Aeon said patting one of the mole creatures on the head.

"So are we going to tell Reed and Tony about this boss man?" Gravity asked.

"We'll tell them about the army but not these little guys, I have no idea what Reed or Tony for that matter would do, these guys are peaceful and I don't want the peaceful lives these little guys have to be interrupted by Reed or Tony taking them and studying them, I mean imagine how scared they are already" Aeon said.

The heroes left the Negative Zone to be greeted by Tony and Reed who immediately bombarded them with questions. Despite the great pressure Aeon stepped forward and gave a few simple words that seemed to please the two geniuses.

"I think you should have had exterminators go instead of heroes, these weird creatures swarmed out of the portal and attacked us but luckily we managed to defeat them and the hole suddenly vanished" Aeon said.

"Well I suppose I still don't know a lot about the Negative Zone, anyway you guys aren't really here for that, you're here because Fury has come up with a new system, Aeon you will lead young heroes and decide whether or not any of them are worthy of becoming Avengers" Reed said.

"What me, but I'm not qualified to judge whether these guys can join the Avengers no one is it's their choice" Aeon said.

"Fury thinks differently, until you prove to him that these kids are ready to become Avengers then he do exactly what he's threatened to do" Tony said.

"And what is that?" Aeon asked defiantly.

"Depower them"

"Are you serious he's got no right to do that" Darkhawk said in outrage.

"And you had no right to interfere in a police investigation which cost one cop his life" Tony said casually.

"You don't know anything" Darkhawk scowled.

"So there's no negotiating with him anymore, all right then we'll work together, I'll lead his team and I'll show them that any body can be an Avenger so long as they have heroism in their hearts" Aeon said narrowing his eyes before he walked out of Stark tower and jumped back into the streets.

"Man the New Warriors were bad enough now they just intend to rip off the Teen Titans even more with these Young Avengers" the merc with the mouth said as he and Aeon sat on the daily Bugle building eating junk food.

"They aren't that bad Wade, what makes me mad is that the real Avengers might actually agree with Nick Fury's plan" Aeon said biting down on a burger.

"Well you know what we could do, we could go to the Triskelon and shove a knife right up Fury's…"

"I think a less confrontational approach is called for Wade, besides I can see Fury's point when I read that document that Tony emailed me, according to the document all of those guys have done something which either got good people injured or killed, and those guys who did get injured had some friends in high places and very good lawyers to sue them, which I think is a load of bull, I mean a hero getting sued what's up with that?" Aeon asked shaking his head and drinking his milkshake.

"Some people are insane" Deadpool giggled.

"Well I'm going up to Avengers mansion tomorrow after school to speak with Cap so hopefully I should find something out about this whole thing!"

S.H.I.E.L.D. database update 

_**Iron Man**_

Tony Stark had always been an arrogant and self centred youth, but a gifted mechanic and scientist all the same, he also had some knowledge of politics as well. Inheriting his company Stark International from his father Anthony Stark senior, Tony made a living out of producing weapons for the government, particularly weapons for S.H.I.E.L.D. during an inspection of a factory the said factory was attacked by the terrorist group A.I.M, Tony's heart had been pierced by a shrapnel during the assault and Tony and a few of his other workers were taken hostage, Tony was denied any bit of medical attention unless he agreed to create a missile for the terrorists. According to eye witnesses at first glance Tony had began to agree with A.I.M who gave him technology to create a pace maker to keep his heart beating.

_**On the day A.I.M expected their demands to be met Tony revealed what he had been designing in secret for the five months he had been a hostage. It was a suit of armour that would later give Tony his name Iron Man. Over the years Tony has designed more and more suits of armour and has assisted S.H.I.E.L.D in disarming weapons overseas and even helped in finding the frozen Captain America. He also gained his own fair share of enemies like the Mandarin and Iron man's Russian equivalent the Crimson Dynamo. Tony was a founding member of the first team of Avengers however after he left for reasons that he kept to himself the team fell apart, around that time Tony also cancelled his contract with S.H.I.E.L.D. and turned his weapons production program into a Philanthropic campaign.**_

_**The Weapons program made him millions and I doubt an Alcoholic could give up making money so easily; he will produce weapons for the US again even if we have to confiscate his entire collection of Iron-tech armours.**_

_**Tony however has been central in forming the New Avengers and is on first name basis with the super hero Sven Reilly AKA Aeon.**_

Chapter 3: Avengers assemble!

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Read and review please


	4. Avengers Assemble

disclaimer: I dont own Marvel

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Marvel Universe: Heroism

Chapter 3: Avengers Assemble

Avenger's mansion, home of some of the greatest heroes in the world, they were the gathered heroes that would face the threats that no one hero could face alone. Previously a team employed by S.H.I.E.L.D. consisting of Henry Pym and his wife Janet Van Pym or as she went by now Janet Van Dyne after their divorce, Tony Stark billionaire playboy who funded most of S.H.I.E.L.D's weaponry and the equipment the team used, now with the whole team being independent he funded everything, living quarters, labs, training rooms even the Quinjet they used, Thor was an occasional ally of the team but never expressed fulltime membership because of the fact that they worked for the government, and of course the leader of the team Steve Rogers AKA the living legend Captain America, frozen on ice for fifty years but resurrected by S.H.I.E.L.D scientists. The government-sponsored team had disbanded because most of the heroes felt that they shouldn't be serving a shay military organisation like S.H.I.E.L.D.

Now a new team had been made, a team of volunteers that included the original members Captain America, Tony Stark as Iron man, and Janet Van Dyne as the Wasp. New members included a friend of Sven's John Walker or as he named himself US Agent, he used a shield similar to Captain America's though lacking the star in the middle of it, his costume was different from Cap's but still flag themed specifically the American Flag insignia on his chest and the star on his blue face mask. Other new members included the clones of Spider-man, the Steel Spider or Ollie Osnick as he came to call himself, his costume was similar to Spider-man's though black and silver with six mechanical spider arms controlled by a harness he wore, Spider-woman the female clone of Peter called herself Jessica Drew, her costume was more personnel, red and yellow with a black spider on her chest and a mask that covered her eyes. She-Hulk was one of the more public members and the most popular due to voting polls on the internet, like her male counterpart she had green skin and green hair but this along with her more than perfect and strong body was the attractive part of her nature, the other Avenger's knew full well that she was once capable of the Hulk's bestial and destructive rage, she wore a purple and grey one piece swimsuit with purple boots and purple gloves. Simon Williams or Wonderman was also a very public member considering in his day job he was a stuntman, the most gentle of the heroes in contrast to his cruel brother he wore a black shirt and trouser with a red W shape across his chest and back, he also wore a pair of red shaded glasses. Former X-men turned Avenger Hank McCoy was the mutant representative of the team but he wasn't just a blue furry face for the cameras, his intellect rivalled that of Tony Stark and even famous scientists Bruce Banner and Henry Pym, he was the Beast, blue furred with an almost cat and apelike physique, he wore his old black and yellow X-men costume minus the mask. Former criminal Hawkeye though an unexpected addition seemed as if he was born to be an Avenger, his carefree and joker attitude was what brought light to the team, despite having no powers his skill with the bow was what was valued in the team, much of his costume was blue and purple with a unique mask covering his head apart from his eyes and mouth. Hawkeye's partner Mockingbird also had no powers but her prowess with her staves made her an asset. Scott Lang AKA Ant-man, he like Hank had some intellect but not genius level, he was sort of an expert on Pym Particles but nothing more, his silver helmet could help him control ants while his red and black suit would shrink with him. Bill Foster and African American and another expert on Pym Particles was also part of the team though unlike Scott he used Pym Particles to increase his size to gigantic levels as the hero Goliath, the white and blue suit he wore also shrunk and grew with him whenever he would change size and the domino mask he wore also concealed his identity. Firebird was a Native American woman; her costume was yellow with a red cloak and eagle symbol on her chest. The final member was the Kree Captain Mar-vell; he wore a red and black costume with gold armbands and a star symbol on his chest as well as a mask that left his white hair and mouth uncovered. S.H.I.E.L.D. representative to the team Black Widow was never really considered a member by the team considering she worked for the military, and the fact that some didn't trust her.

"Man I wish I was loaded like Tony Stark!" Peter Parker said gazing at Avengers mansion.

"Yeah you'd probably make your own Spider-robot" Sven chuckled.

It was a weekend and the two young heroes decided that they would see the Avengers, Peter because he had nothing better to do and Sven so he could talk with Steve Rogers about putting him in charge of another team of Avengers. The two teenagers marvelled at Avengers mansion, which was built in the middle of the city, at first glance it appeared to be just like any other mansion that a billionaire like Tony Stark would have built, inside it lived heroes and some of the greatest minds in the world including Bruce Banner and Henry Pym, while separating the mansion from the people in the city was a wall and a golden gate with the Avenger's symbol on it.

Peter and Sven both snuck into an abandoned alleyway to change into their costumes, when they were changed the two costumed heroes got to the front gate ignoring the gazes of some of New York's citizens.

"Aeon, Avengers Assemble!" Aeon said pressing the intercom.

"_Voice Id confirmed, welcome in kid!" _The computer stated.

"Kid! I'm going to have to talk to Hawkeye about how he programs the computer" Aeon said with a raised eyebrow.

The two young heroes walked through the garden of the mansion towards the door. Aeon knocked three times and waited for a response tapping his foot on the floor impatiently. Edwin Jarvis Tony Stark's balding butler answered the door smiling upon seeing the two heroes.

"Ah master Aeon, master Spider-man good to see you, come in Master Rogers and Master Stark are expecting you, they're in the conference room, just follow me it is quite easy to get lost" Jarvis said walking down the hall with the two heroes.

"Where's US Agent?" Aeon asked.

"He's been posted on monitor duty with She-Hulk whose spent it inside that simulator sunbathing on a beach" Jarvis said sighing.

"I'm sure he doesn't mind, he can focus on the monitors more without a beautiful woman being there" Aeon said rubbing the back of his head.

Jarvis got to the door of the conference room and knocked on it.

"Master Roger's, Master Stark Aeon is here to see you" he said.

"Let him in Jarvis" Tony said.

Aeon entered the conference room, which was basically a circular room with a round table where the Avengers would meet to discuss who would be on lab or monitor duty or who would need to go to the training room. Steve and Tony both sat at the table both out of costume, Tony wearing one of his expensive suits with a glass of scotch nearby him while Steve sat on a chair with a cosy looking blue sweater and brown slacks on. Another who sat with them on opposite side of the room was the Black Widow dressed in her usual black leather suit.

"Please sit down Aeon, I'm sure we have much to discuss" Steve said politely.

Aeon nodded his head and took a seat at the table "I've come to ask you about why you wont let some of those teenage heroes join the Avengers, don't you trust them?" he asked.

Steve signed and threw a file towards Aeon who easily caught it, Aeon looked at the pages with his eyes wide. They were details on his teammates, their abilities including newspaper clippings of their sightings and public appearances for those who have appeared in the public eye.

"How many casualties were there when Gravity appeared?" Aeon asked closing his eyes.

"Six S.H.I.E.L.D agents were crushed when he lost control of his powers and a piece of loose rubble from a building fell on them, luckily we replaced them with Life Model Decoys and the situation was kept secret" Black Widow said.

"Are you serious, is that right replacing people like that" Aeon said glaring at Black Widow under his mask. Though Sven never would hold a grudge there was something about the Black Widow that his instincts didn't trust, after all a turncoat would easily turn twice.

"You should learn to look at the bigger picture Aeon, would you rather have us let the public know of a metahumans mistake, public opinion would force S.H.I.E.L.D. to take aggressive action or perhaps some politician would think of a better way, metahuman slavery, you could be forced to work for the military revealing your identity to the public putting your loved ones in danger, and what of the people who don't agree with an act like that, we'd be welcoming a civil war!" Black Widow said.

Aeon grinded his teeth together in anger, "Bull since when has the government actually cared what people thought, if it did we never would have had the Wakandan war" he said slamming his hands against the table.

"Hey guys chill out ok, we're not here to discuss ethics we're here to discuss the trainee Avengers" Tony said.

"As you know Fury doesn't see that the kids could become good Avengers, his superiors in the cabinet would like to have them arrested and depowered but we've decided a better approach, put them with another more skilled hero who they can relate to" Steve explained calmly.

"But US Agent's the same age as me and you've allowed him entry"

"Because he like you knows what being a hero is about, its about being an example for others, a role model and that's something people like this Jewel character aren't capable of being role models, she used to take drugs and probably still is" Tony said.

"This coming from a guy who keeps a bottle in his pocket" Aeon said and both Steven and Natasha laughed at his comment knowing full well that Tony was an alcoholic though wouldn't admit it. "You guys are wrong about the definition of Heroism, true we're people who others look up to but we don't have to be believed in or liked to be heroes, I'm not sure of it all myself but hell if you guys cant even realise it then I'm surprised your aloud to be Avengers, fine I'll lead them and I'll teach them what true heroism is!" Aeon said getting off the chair and walking to the door. "It's ok Jarvis I can find my own way out"

When Aeon and Spider-man had left Natasha scoffed at the teenagers words.

"True heroism, that boy needs to grow up and look at the bigger picture sometime" Black Widow said.

"Natasha" Steve said catching the agents attention before she could walk out.

"Yes!"

"Sven's a far better person than you'll ever be" He said and the Black Widow simply walked out of the room silently. "What you see in that woman I'll never know" Steve said to Tony who took a sip from his scotch.

"She isn't like the airheads I've been out with before, she's strong and doesn't need Iron Man to protect her" Tony said.

"Pepper Potts is a strong woman who isn't filthy rich why don't you go out with her?" Steve asked.

"Because he breasts aren't as big as Natasha's" Tony smiled and Steve shook his head disapprovingly.

* * *

"CAN YOU BELIEVE THAT WOMAN!!!" Aeon yelled as he jumped from rooftop to rooftop followed by Spider-man. "She's arrogant, cold, a money digger and a damn traitor, did she betray her country because they were building a weapon of mass destruction no she betrayed them because she was given a better deal, money grubbing fake breasted bitch!" 

"She's a smoking hot bitch but from my own experience it's the hot ones that cause trouble" Spider-man said flipping over a chimney.

"Your ex Black Cat I presume"

"Yeah!" Peter said thinking of his ex girlfriend who had resumed her criminal ways.

* * *

Back at the mansion Hawkeye, Goliath and US Agent walked into the simulator expecting to find it deactivated. 

"Jennifer you do realise that this sun isn't real, it wont give you a tan or anything" Hawkeye said looking at the She-Hulk who was laying on a beach towel wearing a purple bikini and sunglasses with an exotic drink beside her.

"I don't even think your skins capable of getting a tan, and why did Beast load this thing with a beach?" Goliath asked.

"Don't ask me" US Agent said diverting his eyes away from She-Hulk's form glad that his mask hid his blush.

"Jennifer, Bill and John and I want to get a bit of exercise and as good as you look in a bikini we really don't need you distracting us" Hawkeye said.

"Well why don't I stay I could watch you men sweat" She-Hulk said getting off her towel. "Oh wait John wears a full body suit like Caps, why don't you take the shirt off John, I'm sure the Kevlar's heavy plus I'm sure you'd look great bare-chested" Jennifer trailed her finger along US Agent's chest.

'1 2 3 4 5…oh thank god she gave up, man why cant I be Naïve and dense like Sven or at least have a girlfriend of my own then other women would be hideous to me' John thought.

"Ok computer activate standard level training ground for Avengers Goliath, US Agent and Hawkeye!" Goliath said but the training rooms computer didn't respond.

"Oh wait I know how it works, computer activate easy as pie work outs for master of the Avengers, the giant chocolate bear and the Captain America rip off!" Hawkeye said smirking and the beach changed into a huge sports hall with gym equipment and targets and an impossibly gigantic punching bag.

"Clint what have I told you about altering the pass codes, and stop calling me, Sam and Luke chocolate bears, if it was Luke then you'd get your head crushed" Bill said as he grew to gigantic height and began punching the punch bag. US Agent shook his head as Hawkeye began firing at the targets with his bow hitting bulls eyes every time, he was no racist he just enjoyed joking around and putting his skills as a hacker to good use.

John began his exercise which consisted of twenty push ups then breaking off into a ten mile sprint then climbing a fifty feet wall without a harness, swinging across monkeys bars then continually flipping over six fences. The exercise room was probably bigger than the mansion itself considering their holographic simulators were so advanced you could create a realistic version of New York. He let himself sweat breathing heavily exhausted from the exercise that would have been nothing for Captain America.

'Maybe Hawkeye's right, I am just a rip off' John thought closing his eyes behind his mask then opening them wide when he felt a strong hand on his shoulder.

"You really do want to surpass Captain America if you work that hard" She-Hulk said smiling.

"What do you know She-Hulk, I'm not like Cap I wasn't enhanced by a serum, I just rely on the strength I've worked so hard to gain, but I'm still a long way away from cap's level, even if I did reach his level of strength he's a trained fighter I'm just a teenager who gets lucky" US Agent.

"Hey Hawkeye!" She-Hulk called over to Hawkeye who looked over at the two heroes. "Would you be willing to train US Agent in how to fight?" She-hulk asked.

"Sure I would, but don't feel too bad John, Steve's a trained soldier and he's over eighty years old so he has plenty of life experience" Hawkeye said keeping his eyes on US Agent as he released his grip on the bow string and fire an arrow that hit a bulls eye splitting an arrow that had hit it earlier in two. "We could start tomorrow or when you aren't sweating"

"Thanks Clint" US Agent said excitedly.

"Well I don't know about you guys but I think I've had enough of showing off, any of you guys up for a game of pool?" Hawkeye asked.

"I'll take you up on that offer" Goliath said shrinking back to his normal size.

"You guys go ahead, I'm going to see if I can do the exercise again" US Agent said.

Hawkeye and Goliath looked at She-Hulk who shook her head, the two smiled as they left the simulator. US Agent immediately got up off the floor and once again resumed the exercise first performing twenty push-ups, he then broke off into a run but stopped as She-Hulk stood in front of him.

"No Jennifer!" John said frowning behind his mask.

"No what?" She-Hulk asked innocently.

"First of all dating within a team leads to disaster, if we broke up then we wouldn't work well together and the others would suffer because of it, secondly you're a very public person and I'm the guy living in Cap's shadow, thirdly and lastly the five year age gap between us" John explained taking steps back as Jennifer approached him.

"I thought Aeon's I don't care what the people think attitude would rub off on you, besides five years isn't as bad as the other age gaps out their, and what makes you think we'll break up?" She-Hulk asked placing her hands on John's shoulders.

US Agents heartbeat quickened as he felt the She-Hulk's grip on his shoulders tighten. Only a few weeks' months ago she had been coming into the mansion with guys she picked up from parties who Steve would promptly throw out. He didn't want to end up being another notch on the woman's bedpost. Still dating a super hero who was as famous as She-Hulk would have been any warm blooded males dream, giving into his lust he placed his arms on Jennifer's hips and let her lift his mask off. She-Hulk wrapped her arms around John's neck and pressed her lips against his. The two heroes merely stood in the simulator passionately kissing each other ignoring the alarm that was going off.

The said alarm was a call from S.H.I.E.L.D. asking the team for assistance in a super human related matter. Beast ran through the corridors leaping over Jarvis and into the communications room, he pressed a button on the computer and the face of a blonde haired female S.H.I.E.L.D. agent appeared on the screen.

"Ah Miss Carter what can we do for you?" Beast asked in his sophisticated and almost poetic voice.

"That's agent Carter when on the job Beast, one of our transports on the way to Ryker's island malfunctioned, we're suspecting sabotage but that isn't the issue, the issue is that the Super human known as Ultimate escaped and is on his way to the city with a few other super humans following him including Venom, The Claw and Living Laser" Sharon Carter explained.

"Oh my stars and garters!" Beast said in shock knowing too well how many heroes lost their lives trying to stop the terrifyingly powerful Ultimate months ago when the team was formed.

"Don't worry his powers have drastically altered, he doesn't mimic abilities anymore, we haven't been able to fully asses his new abilities but what we do know is that he no longer suffers from his Megalomania" Sharon said.

"Well that's a relief, don't worry Agent Carter the Avengers are on the case, we'll stop him before anyone gets hurt" Beast said switching off the channel and bringing up a map of the city with police reports of various explosions at an estate agents office as well as explosions at a bank, the former X-man pushed another button "AVENGERS ASSEMBLE!!" He yelled.

Those Avengers who were at the mansion at the time rushed to quin jet hanger, Steel Spider, Hawkeye, Goliath, Black Widow, Spider-woman, Captain America and the fully armoured Iron man strapped themselves into the Quin jet seats and were soon joined by Beast who bounced onto the pilot seat.

"What's the situation Hank?" Steve asked putting his cowl on.

"A prison transport was sabotaged and some super humans have broken out, The Claw and Living Laser are attacking a bank and there have been reports of Venom prowling around in an alleyway, and Ultimate has attacked an estate agents and is apparently on his way to the suburban districts" Beast explained as he prepped the jet for launch.

"Hey where are She-Hulk and US Agent?" Steel Spider asked.

"Last I checked they were in the simulator together, all alone!" Hawkeye said checking over his arrows.

"Ah love" Iron Man sighed.

"Damn those two, they should have immediately responded to the call, I'll talk with them when we get back" Captain America said.

A round circle at the top of the mansion slid open and the Quin jet took off.

"Hawkeye and I will go after the Claw and Living Laser, I want Iron Man and Goliath to intercept Ultimate before he leaves the suburbs, Spider-woman, Beast and Steel Spider will investigate the Venom sightings and Black Widow you take control of the jet and pick us up when we need help, also get on the horn to Fury about a containment and clean up crew" Cap said going into his military leader form as he ordered the Avengers.

* * *

Across the city in a bank the Super villains Ulysses Claw a man wearing a skin tight brown suit with a purple mask covering his face, he also had a metal device that replaced his left hand, Living Laser a man wearing a green and yellow costume with an aura of yellow energy surrounding him. The two super villains cleared out the bank vault; the laser used his energy to levitate the moneybags while the Claw fired an energy beam out of his device blowing up two police cars outside. 

"Too easy!" Living Laser said.

"I don't know why Ultimate and Venom didn't join us" Claw said.

"Well it's no surprise with Venom he's just creepy, as for Ultimate who knows what goes through that boys head"

"Maybe he doesn't hang out with you guys because of the simple fact your losers" The two super Villains dropped the money bags and turned their attention to the entrance, Hawkeye and Captain America stood with their weapons ready.

"This wont hurt one bit gentlemen" Cap said with a smirk as he ran towards the two C-list villains blocking one of the Claws laser beams with his shield.

Hawkeye loaded his bow and let two fly towards the Living Laser, the sticks were melted by a blast from the villain. The marksmen rolled to the side dodging two energy blasts from the Living Laser. Cap drew his fist back trying to punch the Claw, the villain ducked under the blow and swung his hand around trying to strike the Captain who also ducked under the blow then back flipped kicking the Claw's jaw before grabbing his arm, twisting it around before kicking the Claw in the back sending him forward bumping into the Living Laser.

"They cant be beating us, we're twice as powerful as them" Living Laser said pushing the Claw away from him.

"Powerful yes, popular not in a million years!" Hawkeye said letting an arrow loose, the arrow only had a blunt end but the target wasn't the villains but the floor beneath them, the arrow exploded releasing a smoke screen that hid the Captain's assault as he threw his shield.

The Shield slammed into the villain's heads disorientating them a bit before Captain America and Hawkeye ran into the smoke. Hawkeye jumped and kicked the Claw round the side of the head knocking him out while Cap slammed his fist into Living Lasers chest before grabbing his head and smashing him against one of the desks.

"Two losers down for the count, what were these guys names again?" Hawkeye asked.

"I don't know you tend to lose count" Cap said putting his shield on his back and pulling out his radio from his equipment belt. "We've got the two villains at the bank Widow, how are the others doing?"

"It's completely deserted round here Cap, it would have been better if we had more eyes searching" Beast said as he, Spider-woman and Steel Spider walked through a darkened alleyway.

"Well maybe if US Agent and She-Hulk didn't spend their time making out then we'd have a better chance" Steel Spider said.

"Ollie this is the first time they've ever done anything like this, besides John's been the hardest worker out of the team ever since we started cut him some slack" Spider-woman said.

"Have your spider-senses alerted you of Venom's presence yet?" Beast asked.

"Our spider sense doesn't work with Venom" Spider-woman said.

"And that's a real shame!" A horrifying lizard like voice called out from above the team.

The team looked up just as the black muscle bound version of Spider-man landed behind Steel Spider, in one swift movement Venom gripped Steel Spider's shoulder and bit into his arm.

"OLLIE!!" Beast yelled as Steel spider yelled in pain.

Jessica closed her eyes and put her hands on her ears trying to block out the sound of ripping flesh as Venom tore her "brothers" right arm off. Steel Spider fell to the floor shaking as blood sprayed across the floor. Venom jumped and swung out of the area leaving a traumatised spider-woman and Beast who immediately got up and began putting pressure on Steel spider's wound.

"Oh god, WIDOW PICK US UP NOW!!!" Beast yelled into his radio.

"Hank what happened?" Captain America asked, he and Hawkeye had just been in the process of tying the Claw and Living laser up when they heard Steel Spider's scream across the radio line.

"I'm on my way guys!" Iron man said.

"No Tony stay on Ultimate!" Cap said.

Tony cursed at his helplessness and turned his eyes back to the rooftops. A costume teenager probably no older than sixteen was jumping across the roofs of many buildings. His costume consisted of a black mask with red eye lenses, he also wore a blood red helmet with a shape resembling the horns of a mandarin dragon, over his black suit he wore a black cloth coat which more resembled a cloak in the way it flowed around as if it was a living thing, he also wore a red scarf around his neck which was also more like a tattered cloak. A pair of red gauntlets covered his arms from his wrist to his elbows, they were thick and armoured with blades hidden underneath them, his tattered cloak was open revealing a red kanji symbol for "most powerful" on his chest.

"Ultimate stop!" Iron man cried out spreading his arms out and blocking Ultimate's way.

The teenage metahuman drew his wrist blades which resembled the blades of a European broadsword, at present the blades were 72 centimetres long but unknown to Iron Man the blades weren't actually machines but part of Ultimate's ability to form and manipulate a second layer of skin meaning he could extend the blades to any length he wanted.

"Stay out of my way Stark, my fight isn't with you!" Ultimate growled in his fearsome and antagonistic voice.

"What are you planning on going after Aeon?" Iron man asked.

"Later today I'm playing executioner, delivering a bit of Justice that's long overdue"

"What are you talking about?" Tony narrowed his eyes under his helmet.

"That's my business RIGHT NOW!" Ultimate yelled swinging his blades and launching an energy wave at the armoured Avenger. The force of the wave sent Iron man crashing into one of the buildings, Ultimate jumped and flew but when he reached the corner of one of the buildings, Goliath who had been hiding stepped out and swatted him away sending him crashing into the streets below.

* * *

John Walker could not believe his luck, long had he looked at the beautiful green skinned woman and had only dreams of her and him. Now it was a dream come true, the two lay in bed together, John caressed his lover's hair as she lay against his chest smiling. 

"You know Cap would kill us for this" John said.

"Please what's the wore that could happen?" She-Hulk asked and the two lovers once again engulfed each other in passionate kisses.

* * *

Goliath slammed into one of the buildings with a massive gash on his shoulder courtesy of Ultimate. The giant had tried to restrain the supposed Ultimate super human but ended up getting a cut on his right hand. While Goliath recovered Iron Man flew after Ultimate who was running across the street and occasionally jumping off a car all the while dodging and deflecting blasts from Iron man's repulsor rays. Ultimate leapt off of a car and tackled Iron man in mid air, his fist glowed blood red as he smashed Iron man's helmet, and Iron man couldn't hold Ultimate's weight and skidded across the pavement. 

"Don't! Get! In! My! Way!" Ultimate growled as he punched Iron Man in the chest multiple times then jumped off of the armoured warrior throwing a red orb. The resulting explosion sent Iron man flying into a car with his armour smoking with dents and cracks in it.

"Man what the hell could Ultimate be doing that makes him so determined?" Goliath asked shrinking back down to his normal size and helping the scrapped Iron man up.

"He's like Aeon I'd say, determined no matter what!" Tony said.

* * *

Most suburban areas were thought to have been peaceful, that wasn't the case as Ultimate stormed up the street ignoring the screaming and terrified citizens rushing past him. He was only focused on one blue painted house. The door slammed open and a brown haired woman wearing a tank top retreated from the house. Ultimate made a simple wave of his hand and a gigantic red hand appeared out of nowhere grabbing the screaming woman and bringing her inside the house. 

"LMD number 2078 WHERE ARE YOU!!!" Ultimate roared, his enhanced senses picked up fast breathing making its way towards the back door. He stretched his right arm out and the blade slid out tearing through the walls of the house and impaling a blonde haired teenager before he could reach the door.

Ultimate walked through the house carrying the woman with him to the kitchen; he looked at the blonde haired teenager an lifted up his shirt to find fresh bruises most likely caused by a bat and a belt. He sniffed at the air and heard the clicking off a gun's safety, the metahuman walked through the house till he came to one of the wardrobes in the main bedroom, he slashed at the door splitting it in half to reveal a blonde haired man holding a revolver pistol. The man yelled shooting the gun but Ultimate easily sliced each bullet in half moving as if he was super fast.

"The LMD's have gotten worse" Ultimate said, his helmet and mask slid open revealing a young boy with blue eyes and wild blonde hair that covered half of his left eye, it was the face of the boy who had just been killed. "Didn't you notice that the LMD wasn't fighting back, I started fighting back when I was fourteen" he said pulling the man out of the wardrobe by his collar and slamming him into the floor.

"Cade!" The woman said in utter shock.

"DON'T YOU DARE CALL ME BY MY FIRST NAME PARENTS WHO PROTECTED THEIR CHILDREN NOT BEATED THEM ON A REGULAR BASIS ONLY HAVE THAT RIGHT!!" Ultimate yelled pointing one of his blades at the woman as the hand disappeared and dropped her to the floor.

"All this time" The man said.

"All this time you were tricked by a life model decoy of S.H.I.E.L.D. after the battle in New York between the heroes and Mandarin's army those bastards in S.H.I.E.L.D. tried turning us into human weapons, very few of us were able to fight their psychics mind control, they tried everything they could with me but no my mind was too powerful for them, and now I call this court to order" Ultimate's mask and helmet covered his head.

"Court what the hell are you talking about Cade stop this at once!" The man said before Ultimate punched him across the cheek.

"Even without my powers I could still put you in your place Bob so shut up and pay attention, your not doing your defence any good, Bob and Layla Hunter married for twenty years, Layla former prostitute, Bob former gang member now under the employ of the Kingpin as one of many enforcers, you both stand convicted for numerous crimes and sins, Layla you gave your body to rich men and for even more money you stayed silent when the Kingpin killed your pimp Jerry who was a nice guy who always treated you right, and Bob lets forget your Juvy record that spans from my armpit to my middle finger and the numerous stores you robbed and the times you beat your son whenever you got drunk or he asked you how your day was, five years ago when your son was eleven you were out at the park having just picked up your pay check, you see a sweet school girl giving a homeless man some money, you take a closer look and you notice how pretty she looks, long black hair and pretty blue eyes, that you want, and you take her, you grab her neck force her into the bushes and tell her to shut up as you…relieve her of her virginity and in the end give poor twelve year old Kate Bishop nightmares every night and see a therapist not to mention the trauma of a child miscarriage, then you come back home and for the first time in a long while are actually friendly to your eleven year old son"

The woman looked at her husband in disgust that being one thing he never told her in the twenty years they were married. Ultimate smirked underneath his mask and continued on.

"If that isn't bad enough one night before your son was even born when you were just a street punk of twenty years old working alongside a man who would later become Kingpin during a "late night at the office" in downtown Hells Kitchen, the boxing arena to be exact your order to beat up a man by the name of Jack Murdock a low class boxer whose pride and determination won him a game he was told to throw, but that one simple choice cost his blind kid the only family he had left, you beat Jack Murdock and then stood there as the Kingpin crushed him and then just went home to your run down apartment while the blind kid cried over his fathers body"

"I needed the money!"

"Did you though, you had a Juvy record but you heard about good job offers, steady pay and working hours down at the docks or at the bar but no you chose a life where you proved just how superior you were with a gun or with your fists, you should have been a boxer instead of hitting shop keepers or your own son, and you despicable woman should have tried something better than prostitution like maybe acting like you did when you were a little kid, even if you gave it up you still joined in with punishing the terrified little boy I once was" Ultimate deactivated a bit of his second skin on his back revealing a scar just above his waist line, by the look of the scar it was most likely caused by a deep cut from the nails on a woman's hands.

"Please don't kill us!" Layla begged clinging onto Ultimate's leg only to be kicked off.

"I've killed good people before and it would be easy to kill bad ones but I wont bother with you two, your going to give yourselves up, plead guilty in a court house and you'll go to jail hopefully dragging a whole lot of others with you, and Kate Bishop, Jerry O'Donnell's family and the blind man who was once Jack Murdock's crying kid will feel happy that they finally gained some justice in the end, and if you don't then I wont just shoot you or blow you up like the Kingpin would, I'll beat you to death just like you beat that little child every time" Ultimate said as his second skin took shape into civilian clothing, a pair of black jeans with a black coat and shirt with a red U in the middle of it.

"FOOL! Bob yelled getting off the floor and charging at the boy only to be punched in the gut then across the cheek.

"It'll be a bit like that without my powers just to prove to you how superior I am. Superior because of the hardship you put me through which pushed me to get stronger, stronger because I'm not that scared kid anymore" Cade Hunter said as he left his old home and family behind with a small smile that he may finally see some real justice, and then he would destroy S.H.I.E.L.D. and pay Aeon back for his defeat.

* * *

US Agent and She-Hulk walked out of She-Hulk's room wearing their costumes and exchanging a quick kiss before they walked to the hanger to greet the team as they returned. 

"What happened?" John asked looking at the bleeding Ollie as Beast and Steve rolled him on a stretcher into the medical bay.

"We got a call out from S.H.I.E.L.D. we took care of Living Laser and the Claw but Ollie got his arm torn off by Venom, we believe some poison may have entered his veins too" Beast explained covering Ollie's wound and hooking him up to a morphine drip.

"US Agent, She-Hulk I want to talk to you two in the conference room now" Cap said placing a firm hand of US Agent's shoulder. "Hank give Aeon a call he can use his energy to push the poison out of Ollie's system"

"Right!" Beast said.

* * *

The said hero was currently at his house petting his pet ferret till he got a text on his phone. 

"_Ollie's been poisoned we need your help get here quick! Beast!" _The text read.

Sven jumped up taking his costume bag out of its place under his bed, not only were thoughts of getting there running through his mind but also thoughts of the spider-cone living in his basement and how much he would need to be there for his fellow clone. Luckily his mother was at a parent teacher night and his sister was immersed in her boy band tracks so it was easy for Sven to sneak Miguel or Tarantula as he was known by out of the house. The two heroes ran and swung towards Avengers mansion while at the mansion Black Widow called Fury with news of the Avengers first casualty.

"Yes sir Aeon is on his way so a poisons expert will not be necessary, no sir the other team members aren't aware, no Aeon doesn't know of Ultimate's escape yet, yes sir I will continue observation!" Black Widow told Fury then put her phone down. She smiled to herself knowing that She-Hulk and US Agent's fooling around had probably cost them the life of one of their team mates and they would both most likely be led into depression, this would make things worse for the team and better for her employers.

* * *

Cade Hunter leant against the wall in an alleyway coughing, a drawback of his psionic abilities, if he used them like he did at the house he would become weaker and ill, nothing serious just the ending stages of a cold. He sneezed as he walked out of the alleyway and back onto the streets carrying himself aggressively. While he felt somewhat relieved and almost happy that he had this chance to just be normal it also gave him anticipation as he wondered of what his next encounter with the Avengers and Aeon would be like. All eyes fell to a sleek black limo that drove beside Cade who ignored it till he finally decided to stop and oblige its occupant. 

Much to the teenagers surprise the occupant was not who he expected, Nick Fury, no it was a beautiful blonde haired woman with a body men could only dream of and models would kill for. Her clothing was mainly white consisting of long opera gloves and boots, a pair of panties and a white corset with a fur cloak covering her shoulders, while most men would be speechless at the amount of skin she left exposed there was one thing Cade had on his mind.

"Are you one of my mother friends because only a slut or a woman whose really proud of her body would wear something like that, and I sincerely doubt it's the latter cause that kind of woman just doesnt exist" Cade said all the while looking directly into the woman's arrogant eyes with his hands in his pockets.

"Obviously I didn't make a good first impression, let me make it up to you with an offer you'll have to hear out, there's someone whose very interested in you darling, my employer gives you two choices, 1 just continue aimlessly walking until S.H.I.E.L.D. agents find you or 2 you get into the limo with me and come to our club building"

"Firstly who are you so I'm not getting into a complete strangers car and secondly what's this club called and what can it do for me?" Cade asked.

"The names Emma Frost darling and I'm from the Hellfire club, what it can do for you is make your life a whole lot more interesting" the woman smiled and Cade made his choice and climbed into the limo.

* * *

**_S.H.I.E.L.D. science department database_**

_**Ultimate power assessment by Baron Von Blitzschlag **_

_**Cade Hunter the new Ultimate after Sven Reilly used to have similar powers in the fact he could copy the powers of super humans and mutants he laid eye contact on. However now his powers have drastically been altered perhaps as a result of the S.H.I.E.L.D. power drainer that was used on him during the battle in New York.**_

_**Herr Cade still possesses the ability to form a second layer of skin which he shapes into his costume and armour, the second skin absorbs impact and can render blade weapons and bullets ineffective, he can also control the second skin with his mind creating his costume and other clothes as well as creating sharp blade weapons. His other ability includes energy generation which he can bend and manipulate into a blade shape or a simple wave to knock back opponents. He has limited flight abilities also though it is more of a gliding manoeuvre, his strength though not super through the absorbing capabilities of his second skin he can punch harder and push his fists to the point where any normal mans hands would be completely crushed yet his hands would only be sore for a few seconds before he goes back to smashing again, with his energy he can create constructs such as shields or hands. Another stranger ability is a psionic power that allows him to see all the evil or bad things someone has done in their life through eye contact or touch, anything from as far back as an agents childhood stealing from stores or when I was young serving the Nazis. **_

_**Ultimate also has enhanced senses of smell and hearing though not advanced enough to hear someone's heartbeat. His second skin also has another ability which none of the Mandarin's other super soldiers exhibited, the skin heals any wound he receives while in his natural or second skin form, though not a healing factor it would heal him overnight. He also has the ability to cause explosions through grenade like bombs made from the same material as his second skin.**_

_**There are some drawbacks to his many abilities though, when he uses his psionic abilities he becomes weaker and even ill, his senses also make him more vulnerable to things such as foghorns directing into his ear or perhaps the smell of a pigsty though he is able to switch this ability off. Though his second skin absorbs energy and impact he will feel half the pain from an attack when he deactivates it. Previously his once god like power levels had an affect on his psyche as well (see Doctor Samson's psyche evaluation for more details). I would say that Herr Cade is truly worthy of the title Ultimate Super Soldier; on a more personal note I am eager to see how he will fair in a one on one fight with the former Ultimate Sven Reilly now going by the name Aeon.**_

Next Chapter 4: Hellfire!

Next time the Avengers watch as Aeon does what he can to save Steel Spider's life. Jennifer and John face the repercussions of their lack of commitment while Ultimate causes Hell for the S.H.I.E.L.D. agents chasing him and ironically for the Hellfire club hiding him!

* * *

Ultimate is another of my original characters and a rival and archenemy of Aeon. Next chapter I'll post the psyche evaluation previously mentioned, the next chapter will switch between events at the Avengers mansion and events centering around Ultimate and the Hellfire club so please review with your thoughts on this chapter! 


	5. Hellfire

Disclaimer: I dont own Marvel

* * *

Marvel Universe: Heroism

Chapter 4: Hellfire

Cade Hunter never really liked money, which was one reason why he didn't like the higher class, people who made money only to never spend it or just spend it one a company to make more money or something as luxurious and useless as the limo he was sitting in right now. There was an odd silence in the limo, Cade sat in front of Emma staring into her eyes, Emma meanwhile felt a small shiver run down her spine, which she did well at keeping hidden, the shiver was all because of Cade's look which was like a man sizing up someone for their coffin.

A smirk crossed Cade's lips "What did you feel when you committed your crime?" he asked.

"I'm sorry darling you'll have to be more specific" Emma said in her usual charming tone.

"Oh yes the amount of bad things you've done is around the length of my arm" Cade said crossing his arms.

"Oh and you're an angel aren't you?" Emma asked sarcastically knowing about the many heroes that Cade had killed.

"I never said I was out of the clearing, there's a private spot for me in hell and I'm wondering whether you can survive your spot being a spoiled plastic princess!" Cade growled aggressively, from the moment he'd laid eyes on Emma Frost he immediately didn't like her.

"I'm agnostic so your religious punishments don't apply to me, and do you really think I had surgery?" Emma asked.

Cade huffed as he looked down at the floor of the limo. The limo finally stopped and parked outside the entrance of a posh and luxurious looking building, Cade took a quick look outside his window and cursed at the amount of press behind the line of a red carpet.

"Don't worry darling just follow me and try not to smash anything and we'll be fine" Emma said getting out of the limo and posing for the cameras. Cade cursed his increased sense of sight as the flashes of the cameras practically blinded him.

While Emma walked down the red carpet towards the club she would occasionally fling her hair back or wink at a group of blushing cameramen, Cade looked around him and noticed that all the press and security guards were ignoring him. He shrugged as he walked into the club with Emma almost startled as the door slammed shut behind him. Cade looked around the Hellfire club which seemed like the kind of place he wanted to avoid, a public place with restaurants and bars all with rich and powerful people dressed in tuxedos, the security guards were all dressed in 18th century clothing and the bar maids showed off a lot of skin in outfits that were rather similar to Emma's.

'I think I have another reason to hate you Frost, damn psychic!' Cade thought knowing full well that Emma was listening in.

"You'll find that my telepathy is only half the power I wield, although I will admit my telepathy is probably more powerful than Professor Charles Xavier" Emma said.

"I sincerely doubt that!" Cade said as the two came to a brown door out of sight of the public areas of the club.

"Welcome to the inner circle Mr Hunter" Emma said opening the door revealing to Cade what looked like a library, a living area and an office all stacked into one room.

It wasn't the layout of the room that caught Cade by surprise but the people inside. Before him stood four men all dressed in similar 18th century style clothing, one a red haired and bearded pompous man wore black clothing and supported him on a cane, another a young blonde haired man probably in his thirties wore white clothing and Cade smelt a sent similar to oil and metal inside this man, the third a handsome brown haired man with a beard wore 18 century style clothing though his weren't an individual colour, his trousers and shoes were black while his shirt was blue and his jacket was purple, Cade also smelt something strange around this man as if his senses were being fooled, the fourth carried authority and also had that look about him, he was tall with strapping features and black hair, he wore black 18th century style clothing that was thicker than the others no doubt hiding a strong frame.

"Ah Emma how good of you to return to us and I see you managed to convince Mr Hunter to come with you" The man who Cade guessed was in charge said.

"Cade was a bit curious Sebastian, I couldn't tell him what we could do for him so I thought it would be better if you showed him" Emma said.

"Very well, Mr Hunter please take a seat have some scotch and make yourself comfortable" Sebastian said.

"I'd rather stand, you'll find that kids that were beaten at least seven times a weak don't get too comfortable, and as for the scotch my sixteenths in about a week!" Cade said.

"Well technically your already a man if you've killed, lets see now I have a list of the heroes you killed here, Puck, Scarlet Spider 2, Jack of hearts, Flatman, Hawkowl, Box, Misty Knight and I believe that Colleen Wing suffocated under building rubble that you dropped on her"

"While saving five kids who also died I might add" The brown haired man said cockily.

"If you ever remind me of who I've killed before again I'll kill you" Cade said not in any tone of voice but it still sent a visible shiver down the mans spine.

"You wouldn't be the only one here who wants Jason dead my dear!" Cade gasped at the voice behind him. He turned his head to stare into the black eyes of a beautiful black haired woman wearing a similar outfit to Emma's though black. Her hair was long reaching down to her shoulders and her lips were coated black and her skin was pale reminding Cade of the vampires in movies he would watch whenever he had a chance. What frightened him the most was the fact that he hadn't sensed her when he came into the room and he had no idea where she could have come from?

"Cade Hunter allow me to introduce you to the inner circle of the Hellfire club, I am Sebastian Shaw the Black King, my associate here is Harry Leland the Black Bishop and the man beside him is Donald Pierce the White King, Emma Frost the White Queen you've already met and I'm sure your just waiting to get acquainted with Selene our Black Queen, and I'm sure you'll be fast friends with Jason Wyngarde our White Bishop!" Sebastian explained smiling as Cade glared at Jason.

"So what's this Hellfire club and what exactly does it do?" Cade asked.

"I know what your thinking Ultimate but contrary to your beliefs it isn't just some club were the rich can gather to laugh on the poor, no you see we all own our own powerful businesses, Sebastian even has a place in the department of mutant affairs he even offered the technology that created the Sentinel's" Selene explained walking around Cade looking at him lustfully.

"I'm not a stake you know!" Cade said and Selene merely smiled winking at him.

"The Hellfire club previously was just a crime gang, it's been involved in everything, drugs, kidnapping it has even funded terrorist organisations but that was before I personally made a change in policy" Sebastian said. "With the aid of a few others I killed those members who still believed in the old ways of crime, then we recruited new ones such as Jason and Donald here, people of power, we are now world renowned, we have clubs in New York, LA, Moscow and London even a branch in Genosha and Wakanda, our members are secret but also known worldwide"

"Let me guess it works on a hierarchy system of sorts, bishops are below the Kings and Queens but what other positions are there?" Cade asked.

"Like chess we have our rooks and knights, and our simple pawns, membership of the club is determined by blood and power, my son is destined to become a member of the club when I pass and you have been guaranteed a place because you have power, let us say if a King dies then someone of the Bishop or Knight position may take his place!" Sebastian explained.

"So basically you've made a system that's guaranteed to have everyone stabbing each other in the back" Cade said.

"And what makes you say that?" Sebastian asked.

"I can see the evil thing people have done, and I can see which one of you has betrayed others enough times to stab you all in the back"

"Well please exchange with us how this psychic ability of yours works" Sebastian said looking at Cade curiously.

"Maybe later when you've shown me what you have to offer" Cade said.

Sebastian nodded his head and pulled one of the torches above the fireplace. One of the bookcases slid open revealing a flight of spiral almost medieval looking stairs. Cade's eyebrows rose at the sight then he merely shrugged his shoulders following Sebastian, Emma and Selene down the stone staircase.

* * *

Elsewhere at Avengers mansion Aeon and Tarantula had just arrived. 

"Oh my god!" Sven said looking at the screaming Steel Spider who was being held down by Beast and Scott Lang.

"Thank god you're here Aeon, there's a poison in Ollie's veins and we need your help getting it out of him" Hank said.

"All right, I need you guys to hold him down" Aeon said removing his gloves as a blue glow appeared over his hands.

Beast and Ant man placed their arms on Ollie's chest and pushed in down onto the table. Aeon placed his hand on Ollie's mouth sending his energy through Ollie's body while also keeping pressure on his wound. Ollie screamed as a poisonous mist came out of his mouth.

"HOLD YOU'RE BREATH OLLIE OR THE POISON WILL GO BACK IN!!!" Aeon yelled at Ollie did his best not the breathe the poison back in.

Tarantula and Spider-woman watched in the opposite room through a window. They both clutched each other's hands silently praying that their fellow clone would be all right. Hawkeye gave a quick glance at the two spider-clones with his girl friend Mockingbird by his side; he gently kissed her on the forehead thanking whatever god was out there that he would probably never have to face a creature like Venom.

As Ollie calmed down Aeon breathed a sigh of relief, Beast and Ant-man resumed their treatment of Ollie hooking him up to an IV drip and monitor plus bandaging where his arm had been torn off. Aeon walked to the sink and washed his blood stained hand all the while thinking of how messed up things had become with the Avengers, Ollie's super hero career was over and it was most likely that Black Widow would call Fury for a replacement. Then his thoughts suddenly came to the villain who had crippled Steel Spider, Venom would most likely be going after Peter Parker next and Sven had to warn him. He slipped his gloves on and ran out of the medical bay towards the communications room; typing in a frequency he knew for Nick Fury the General of S.H.I.E.L.D.'s face appeared on the screen.

"Fury have you told Peter about Venom being loose yet?" Aeon asked.

The General removed his cigar from his mouth and blew a loud of smoke onto his screen, "I already have a strike team assembled to track down Venom there's no point in worrying Peter and disrupting his everyday activity" he said.

"This is his every day activity" Aeon growled.

"My strike team is made up of machine men armed with sonic weaponry Reilly they'll find Venom before he even gets close to Queens, as for you I want you to stay under cover and not put on your costume, Ultimate is out and he'll most likely be searching for you"

"Your concern is appreciated General but I'd rather track down Ultimate on my own, after I've told Peter about Venom!" Aeon said pressing a button on the console hanging up on the General before he could speak.

Aeon turned around to be met by the Black Widow who was leaning against the wall with her arms crossed.

"So you're going to disobey General Fury's orders?" Widow asked.

"He never said I order you plus I'm not one of his soldiers so I don't take orders from him" Aeon responded coldly.

"But one day you will, when you come of age you'll be ownership of the government and you'll have to work for S.H.I.E.L.D" she said smirking.

"I'd love to see the government force me!" Aeon said smirking under his mask as he walked past an angered Black Widow.

'That laid back and defiant attitude, he's just like his foolish father' Black Widow thought.

In the meeting room Captain America addressed She-Hulk and US Agent.

"If you two put more of an effort into your jobs and not your feelings Steel Spider might not be in the infirmary right now, and he may never have to give up his heroism" Captain America said talking to Jennifer and John like a colonel berating his troops.

She-Hulk remained relatively stoic while behind his mask John had a guilty expression. He wanted so badly to take back what he did, and live up to the examples that Cap had set. But he was just a teenager, there were times when he wanted to quit but he knew he would only disappoint his father and grandfather.

"Cap can we hurry this up, I have a manicure that I don't want to be late too" She-Hulk said bored with the Captain's words.

"How dare you!" Cap growled squeezing his fists together in anger "One of our friends and team mates is in the infirmary, he might die and it would be on your hands because you failed to do your duty"

"Our duty, this is voluntary remember so we can do what we want" She-Hulk said.

"Jennifer, Ollie might die, he might really die because we weren't there to help" John said removing his mask with a guilty expression on his face. "We have no right to call ourselves heroes if we just gave into our lust and left Ollie without anyone to watch his back, I've got no right to it, which is why affective immediately I'm resigning from the Avengers, I don't deserve the costume or the shield" John placed the shield that cap had given him on the table and began a shameful walk to the locker room.

Cap looked at the shield on the table in shock, he never wanted that to happen. He wanted She-hulk and US Agent to put their heads into the game so that what happened to Ollie wouldn't happen to anyone. John removed his costume and put on his civilian clothing on leaving his costume discarded on the floor.

* * *

At the Hellfire club Cade looked at the cave like facility that the Hellfire club had built. It looked like something out of a comic book, a cave with computers, vehicles with the symbol of the Hellfire club on, suits of armour rather similar to Iron man designs were lined up, in the centre was a table overlooking a giant chessboard. 

"So what does this provide me with?" Cade asked not really impressed by the underground base.

"A hideout like so many others in Hellfire clubs across the country, you're in trouble with S.H.I.E.L.D you need a place to hide, and of course reinforcements, these androids can provide you with just that" Selene explained brushing past Cade towards the chessboard.

"Plus we can create another identity for you, a new bank account even a new place of residence, you can live in France, Italy, Chicago any place where we have a Hellfire club set up" Sebastian said.

"I see!" Cade simply grunted his expression unreadable.

"I've looked in your mind Cade and you don't seem too convinced" Emma said.

"Your offer certainly is tempting but I'm afraid I must decline, I work alone and I can't keep running from S.H.I.E.L.D forever, but also I've seen the bad things that Emma has done and is doing, including keeping a 12 year old locked up while turning her into one of your pawns" Cade said turning his glowing red eyes in Emma's direction.

Emma merely shrugged as she concentrated trying to send a signal to Cade's brain to stop his movement. However much to the woman's obvious shock Cade merely began walking towards Emma while changing into his second skin.

"Wondering why your orders wont work, my mind listens to them but doesn't like them, my mind's too strong!" Ultimate growled as he leapt towards Emma.

Sebastian stepped in the way of Ultimate's path; the young super human pulled his fist back and punched Sebastian across the face. The Black King merely smiled ripping his shirt off to reveal his well tone chest and arms. Ultimate shot out his left blade thrusting it at Sebastian however much to his shock the blade merely shattered upon contact with the mans chest. An evil smile crossed over Sebastian's lips as Ultimate looked at his broken blade curiously.

"It's too bad your little psionic ability doesn't tell you about my powers isn't it?" Sebastian asked punching Ultimate in the chest and sending him flying into the chess statues. "The harder you hit me the stronger I get boy, you'd best just give up now"

"Or what you'll hit me?" Ultimate asked sarcastically.

"No otherwise I might just be interested in a little snack" Ultimate turned around just as a shadow creature grabbed him, half of Selene's body stuck out of the creature with her eyes glowing blue.

Ultimate grunted as he felt his strength being drained, he then saw the countless things that Selene had done in order to stay alive, the countless families she had turned into dust in order to retain her youth, the tyranny she displayed when she ruled as a Queen, and even the times she would drain a youth just for the fun of it. He growled as Selene licked her lips enjoying the taste of Ultimate's life force. Ultimate roared as an aura of red fire surrounded him and threw Selene off of him sending her flying across the cave, he turned his eyes towards the steps and he immediately ran for them, though Sebastian had strength Ultimate had stamina as he jumped over the taller man and running up the stairs. The Black King walked towards the black and white androids pressing a button on a console and activating each one.

"Don't let Ultimate escape" he said and the armoured androids similar in design to some of the Iron man armours flew up the stairs chasing after Ultimate.

The androids aimed their palm lasers at Ultimate shooting at him with beams of black and white energy. Ultimate jumped over, ducked under and deflected each beam that came at him and he ran forwards and even backwards up the stairs. He finally made it to the club just as armed men dressed in red and black suits with strange white masks stormed the room aiming their guns at him.

He smiled sadistically under the cover of his second skin, "This'll be fun!" he whispered to himself before running at the guards.

Blood sprayed across the floor as Ultimate ruthlessly and without any regrets stabbed and slashed each soldier with his wrist blades. The knight androids fired their chest and palm lasers hitting Ultimate in the chest, the super human got up off the floor with much difficulty, if not for his second skins absorption abilities he would have been temporarily paralysed but right now he was just a bit shaken as the androids flew towards him again. Pierce, Leland and Wyngarde ran into the room just as Ultimate slammed his fist into one of the androids while also holding onto another's leg and swinging it around.

"Well this is certainly an interesting way to recruit people" Leland chuckled.

"I knew we shouldn't have wasted our time" Donald Pierce said as he took a few steps towards the out numbered Ultimate.

Suddenly Ultimate formed two red long swords in his hands that glowed with energy, in one fast movement he cut each android in half before stabbing his blade straight through Pierce's chest, much to his surprise instead of blood spraying across the floor oil and circuits instead scattered across the floor.

"An android, so that explains the smell" Ultimate said as the light across his swords disappeared and he turned towards both Leland and Wyngarde. "Tell me where the girl Emma Frost kidnapped is being kept, tell me and I'll leave you with cut throats and there's a slim chance you two will survive that" he threatened.

Leyland pointed his finger at Ultimate and suddenly the ultimate human found himself being forced onto the ground as if the force of gravity keeping him to the floor had increased. He grunted as the floor beneath him started to crack and he suddenly fell through the floor crashing onto a dinner table in the dining hall below them. Ultimate of up off the floor shaking his dizzy head as the hundreds of civilian Hellfire club members began running for the exits.

'Damn never thought all of the inner circle were mutants, I've already dealt with the android, the fat guy Leland might be a problem and so will Shaw if he absorbs the impact from my punches and blades' Ultimate thought to himself thinking of a strategy to overcome the inner circle.

Ultimate widened his eyes as ten Selene's surrounded him in a circle formation. He sniffed at the air unable to detect Selene's scent. The women jumped at Ultimate who slammed his fist into one of their chest then back handed another, he drew his blades stabbing it into one of the Selene's who turned black then disappeared in an explosion that sent Ultimate flying into one of the walls. He got up off the floor just as five of the Selene's lashed at him with whips, he grabbed two of whips and ignored the other three lashes his second skin absorbing the impact. However he didn't noticed another Selene coming out of the wall behind him, her hair thrashing around as if it was alive and a her two canines extending into fangs.

"You'll taste good" Selene whispered into Ultimate's ear, before the anti-hero could turn his head the Black Queen sunk her teeth into his neck piercing through his second skin.

Ultimate howled in pain as Selene drained his blood and the other's started lashing at him with their whips. His eyes began glowing as an aura of fire surrounding him and he roared, the Selene's disappeared and the scenery changed slightly. Cade touched his neck noticing that there wasn't a bite mark on there, he growled having been deceived.

'One of them must be able to create illusions, something was up with that Jason Wyngarde, it was like he was fooling my eyes and only partly my nose, a man who creates illusions, a man whose no doubt using it to hide his appearance, coward!' Ultimate thought. "COWARD!!" he roared jumping through the hole he had made earlier and into the inner circle meeting room.

Ultimate turned his eyes to the White and Black Bishop's growling. His second skin started changing shape, he grew a pair of claws and a wolfs jaw. He crawled on all fours running towards the two men slashing the guard's throats and leaping at them. Leland activated his powers sending Ultimate to the ground.

"How did you not see that coming?" Leland asked chuckling.

Cade laughed sarcastically before a blade suddenly shot out of his shoulder straight towards Leland. The crippled jumped to the side narrowly avoiding the blade, he lost focus on keeping Ultimate pinned to the ground leaving the anti-hero with just enough time to get up off the floor and grab Leland throwing him into one of the book cases. Ultimate then gripped Jason's neck lifting him up off the floor, the White Bishop used his powers changing Ultimate's perspective making it seem as if the club was a desert and that he was instead holding a snake that bit his shoulder.

"That actually hurts, but I suppose considering I'm not holding you Wyngarde I can just tighten my grip" Cade said tightening his grip on Jason's neck.

Jason gasped for air and the illusion disappeared revealing his true form. A man wearing a trench coat with greying hair and pale face with wrinkles on.

"You must get this a lot Mastermind but you look like crap!" Cade said. "Now tell me where that girl is being kept, otherwise I'll cut your head off"

"You'll just kill me anyway" Mastermind gasped.

"I give you my word I won't kill you if you tell me where the girl is" Ultimate growled with glowing eyes, he was losing his patience with the coward.

Mastermind was about to speak when suddenly a light shined through the window. Ultimate turned towards the window seeing S.H.I.E.L.D. hovercrafts hovering in front of the window, he counted three even if their lights practically blinded his enhanced vision, two agents were both male, one young most likely a rookie while another was a veteran, third agent was a woman, good looking for a military woman, long blonde hair that was tied up in a bun. He also smelt metal, most likely machine men somewhere nearby.

"Cade Reilly, we have you surrounded so come out with your hands up" Agent Sharon Carter said as the two agents beside her ready the weapons on their hover craft.

'Why don't they see Mastermind or how trashed this place is?' Ultimate wondered then turned his eyes towards the secret passageway to see Emma Frost standing there with a smile on her face.

Ultimate dropped Mastermind and crashed through the window landing on the pavement. He jumped over cars deflecting the laser blasts from the hover craft that pursued him, Ultimate created a shield that he threw at he agents hitting one over the head knocking him off the hovercraft. Ultimate jumped on the unoccupied hovercraft and flew it towards the second craft jumping off it before the two hovercrafts collided. Agent Carter grinded her teeth together as Cade ran into an alleyway.

"Machine men units pursue him now!" She said on her radio. Nearby five humanoid androids known as machine men flew out through the streets and into the alleyway. They stretched their extendable arms grabbing Ultimate who drew his blades and roared his battle cry.

Sharon Carter waited outside the alleyway hovering on her craft listening to the sound of Ultimate's roars as well as the sounds of steel clashing together and objects smashing against the wall. Despite the advanced tactical programming of the Machine men Ultimate still came out the victor because of his agility and blades. His right hand blade impaled one of the machine men while he jumped back beheading another with his left blade. The machine men fired their palm lasers at the super human, he flipped back and jumped off of the wall cutting one of the machine men in half, he then blasted the remaining two machine men with his laser beams. Ultimate crouched on the floor letting himself recover for a few minutes.

'Damn, most likely Frost will use her telepathy to deceive the minds of the S.H.I.E.L.D. agents that will investigate the club, they'll go away clean and S.H.I.E.L.D. will still pursue me, and worst of all that red haired girl will remain imprisoned' Ultimate thought to himself as he focused and a pair of red wings sprouted from his back.

Ultimate pointed his hands at the ground shooting a laser that launched him into the air. Agent Carter was unable to overcome her amazement before Ultimate flew away flapping his gigantic wings.

"This is Agent #13 calling agents 95, 73 and 201, get into your gear and pursue Ultimate, flying above the sky scrapers in Lexington Avenue!" Sharon said on her radio. She then typed in a different frequency and called General Fury.

"Agent Carter how goes the pursuit?" Fury asked.

"Ultimate has trashed the Hellfire Club I'll need an investigation and clean up crew over here, the Machine men units have also been destroyed, I've activated Agents 95, 73 and 201 to continue pursuit, requesting more units to assist in the pursuit General Fury sir!"

"Request granted I will send out super soldier squads five and two and also five more Machine men androids and two Giant-men" Fury said casually.

"Thank you sir, agent 13 out!"

* * *

Meanwhile at the Avengers mansion John walked into the infirmary towards the room Ollie had been put in. His hand shook as he gripped the handle and opened the door revealing himself to Spider-woman and Tarantula who were sitting beside their "brother" and fellow clone. Tarantula stood up on his seat growling at John, the six-armed clones eyes changed to a black colour and his teeth sharpened. 

"Miguel no one regrets what happened more than I did, it was a moment of weakness…" John tried to explain but the clone grabbed his collar punching him in the chest.

"Miguel wait!" Jessica said grabbing Tarantula's shoulders trying to pry the berserk Tarantula off of John.

"You think you have the right to stroll in here, you should be glad my Tarantula nature ends in appearance because I'm not in the mood for biting today" Tarantula said.

"I know no matter I say I cant change your mind, I came here to see how he was and I know I deserve the beating hell I wont even defend myself" John said lowering his head.

Tarantula pulled his fist back ready to punch John again until Aeon opened the door. Instinctively Sven grabbed Tarantula and threw him out of the room. He then grabbed the collar of John's shirt dragging him outside, Jessica soon followed.

"What the hell is wrong with you two?" Aeon asked both John and the floored Tarantula. "Ollie might die and you guys are at each others throats, Miguel John made a mistake you've made them, Peter's mad them and it's inevitable that I'll make one, and John you make one mistake and you just give it all up for what? Because your afraid you'll make the mistake again, that's just how it is, no amount of training, no amount of experience can stop a hero from making a mistake, you cant blame yourself for it when you weren't there, you regret it that's all that counts, and yet you give up because of that one mistake, what would your ancestors think, those who fought for their country and their comrades you abandoning them like this, this isn't for everyone's sake this is for you, your running away like a coward! And Miguel you actually look for someone to blame when the villain who performed the deed is out there now, we never blame and we certainly don't give up, WE GO OUT THERE AND FIND WHOSE RESPONSIBLE! WE PUT OUR MASKS BACK ON AND CONTINUE THE FIGHT WE NEVER GIVE UP THAT'S HOW WE HONOUR OLLIE OUR COMRADE STEEL SPIDER!!!" Sven yelled with passion in his voice.

Tarantula and John lowered their heads shamed at their own actions. John realised that heroes are bound to make mistakes, especially if he didn't have powers it was only a matter of time for him, it wasn't the fact that he wasn't paying attention or a failure of skill but it was simply him giving into his lust for She-Hulk, a simple human emotion that can affect anyone and he chose to give up over it, his grandparents would really be pleased with him over that. Miguel also realised that he could blame John because he wasn't there, heroes cant be everywhere at once, the past is the past and alls they can do is honour the fallen and try harder next time.

"Now if you guys are done I've got a villain to find, Ultimate's gotten out and I cant just sit back while he has his fun and does what he pleases" Aeon said turning his back on his friends.

"Hey Aeon!" Tarantula and John said together, Aeon turned his head just as John and Tarantula outstretched their fists, "Want some help?"

Sven smiled under his mask, "Always!" He said banging his fist against his friends in a friendly manner.

* * *

Elsewhere Edward Brock Junior a blonde haired teenager wearing a black jacket looked at Midtown high school. School was out of session for now and he would have to cut Peter off in the middle of his rounds. The host of the creature known as Venom walked in the streets ignored by all those who passed him until he decided to take a short rest at a cafe. He sat undisturbed on his table until a green haired woman sat on his table. 

"I don't recall inviting anyone, even one like you" Eddy said bitterly but checking the woman out she was quite beautiful.

"I wish this was a "social call" but I'm afraid the man I work with wishes to meet you, include you in his plan!" The woman said.

"Really and what would his name be?" Eddy asked.

"Tell me Mr Brock have you ever heard of Johann Schmidt?" The woman asked smiling seductively, for a split second Eddy thought that he saw the woman's eyes glow green but dismissed it and heard her out.

**_S.H.I.E.L.D. Database_**

**_Ultimate Psyche Evaluation by Dr Leonard Samson_**

**_Cade Reilly the boy known as Ultimate is a confusing person, that's what I'd best use to describe him. His actions are led primarily by his choice, he believes that people dont need excuses or reasons in the world to do things, only the fact that they can and will. So most of the time Cade does what he wants._**

**_As a child he was beaten regularly by his parents and even has a scar on his back where his mother slashed him with her nails. When he gaiend his powers from the Mandarin his at first god like abilities gave way to a severe lust for blood and power, thankfully Aeon and other heroes were able to stop him. With his changed and devolved powers Cade is in much greater control of his anger though he still has a love for fighting, though he often refused my psychiatric help and even went as far as to attacking me I was able to assess some key things on Cade's current psyche. As i said before he's influenced by his own free will, as well as a need to prove he is better than Aeon, he had a recurring dream where he and Aeon fight but it always ended in a draw, he claims he cares little for other people and if given the chance he would kill Aeon though I do believe that he is actually jealous of the better life that Aeon has. He's confusing because of his current actions in threatening his parents to confess to the crimes they commited in the past._**

Next Chapter 5: Ultimate VS S.H.I.E.L.D.

While Ultimate fights agents and super soldiers of S.H.I.E.L.D. Aeon confronts Fury concerning the fate of a dying Steel Spider. Meanwhile the mercenaries Iron Fist and Power man are hired to investigate a disturbance at the docks!

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Read and review thanks you 


	6. Masters of evil

Disclaimer: I dont own Marvel or any related characters

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Marvel Universe: Heroism

Chapter 7: Masters of Evil

Ultimate scoffed, as he looked around the room the villains had been gathered in. Some he recognised from newspaper articles he had seen. Baron Zemo of course a genius who was probably more intelligent that Tony Stark or Reed Richards. Others he recognised were Blizzard and Whirlwind former henchmen of the Mandarin, Whirlwind wore green and silver armour and like his name could move at speeds equivalent to a tornado, Blizzard wore a snow themed costume and Cade had always thought the man was a loser despite his powerful freezing abilities. There was practically a whole army of villains whom Cade couldn't even be bothered to name in his head. He paid them little attention as Zemo walked him through what was apparently a base of some kind. They walked through one door and into a room filled with weapons and gadgetry as well as a lab where other familiar faces were working. Cade recognised them as genius's Doctor Octopus, the Red Ghost and even Modok another henchmen once under the service of the Mandarin.

"Quite an operation you have set up here Zemo" Ultimate muttered as he and Zemo walked through a training hall where numerous villains were training or showing each other their gadgets.

"Well I can't take complete responsibility for it, after all it takes great minds to unite an army, you probably know some of them from your time in the Triskelon" Zemo said as he opened a door and walked into a dining hall.

Ultimate's eyes widened at the sight of those sitting at the dining table. They were perhaps some of the deadliest criminal minds on the planet; some weren't even criminal others were just homicidal.

One such was the android Ultron, towering over the other villains at seven foot tall his silver plated skin shined, his menacing "mouth" and eyes glowing red. Another who had more of a criminal agenda was a man Cade recognised as Norman Osborne, a red haired man wearing a business suit though Cade like all the American public knew that Norman Osborne was in fact the green Goblin, when angered his skin would change to a green scaly colour, his teeth would sharpen and his eyes would become more menacing, even insane. Cade immediately recognised the Red Skull, he wore a Nazi uniform and like his namesake had only a red skull as a face. Cade had only heard small rumours of Madam Hydra but from her description he assumed that the beautiful green clad, green haired woman was indeed Madam Hydra or Viper as she was sometimes referred to. One that Cade didn't recognise was a woman wearing a golden mask over her face. And the final member surprised Cade the most considering Dr Doom ran his own country and had been inactive for years.

"Ladies Gentlemen meet Ultimate, formerly a henchmen of the Mandarin as well as the one the one who currently sustains the biggest records of S.H.I.E.L.D. agent and hero kills" Zemo told the group who all had impressed expressions on their faces, well the faces that Cade could see.

"And at the moment you are believed to be S.H.I.E.L.D's biggest threat" Osborne added.

"So you're all the Masterminds behind this gathering, so what's the deal you're going to bring down the government and rule America?" Ultimate asked.

"They aren't the only ones darling" Ultimate turned his eyes towards the end of the room and saw a blonde haired woman walking out of a portal followed by a man he recognised as Eddy Brock.

At first Ultimate could not draw his eyes away from the woman, for her figure and beauty weren't just eye catching but also filled Cade with lust that he had never felt before. He quickly shook it off drawing his eyes away from her attractive form.

"We aren't just aiming for America, the worlds bigger than that" Zemo said smiling behind his mask as he took a seat at the table.

"Take over the world…how original!" Ultimate said sarcastically.

"Think of it this way Ultimate, we can save the world by enslaving it!" Doom said.

"So you gather villains with the promise that you can make them rich or fulfil their deepest desires" Ultimate assumed.

"Correct, I have no interest in the worlds governments, merely killing my father Henry Pym!" Ultron said in his monotone voice.

"And what's your stake in all this…I'm sorry I didn't catch your name!"

The woman smiled and in a flash of light her street clothes were replaced with a green bathing suit, black thigh length stockings, green boots, a cloth tiara and gold bands.

"Call me Enchantress Ultimate"

"As in Amora, why are the Norse gods getting involved?" Ultimate asked.

"Loki and I want to cause as much mischief as possible, and this imminent war between villains and heroes might be fun" Enchantress said.

"And why should I join you?"

"Your friends Brute and Gothica are already on our side, plus with Hellfire breaking out of prison she'll be recruited as well" Viper said.

"Hellfire!"

* * *

Hellfire flew through the city streets being pursued by Machine-men, with a mere thrust of her hand the Machine men were reduced to crisps and Hellfire began her flight a new. Aeon jumped from the S.H.I.E.L.D. hovercraft and onto the rooftops. His talk with Fury hadn't pleased him at all and his stance was mostly aggressive, when he overheard on the agents radio that Hellfire had broken out he knew he had the perfect opportunity to outlet some anger, plus he needed something to do with Ultimate's apparent disappearance. Jumping from rooftop to rooftop Aeon began his search for Hellfire.

'Hellfire, weird how these guys never stay in jail, I guess Fury did have a point, but…' Aeon stopped his trail of thought as he saw the familiar glow of Hellfire's aura in the distance.

'Oh my god he found me!' Hellfire thought as she flew towards Aeon.

'Ok that was a short search, time to kick ass!' Aeon thought as Hellfire stopped in mid air.

'Play it cool Jane' "Well fancy meeting you here Aeon, wanna tussle?" Hellfire asked cockily.

"I'd rather avoid it if possible, can I just tap you and you pretend to fall asleep because I've got to track down Ultimate" Aeon said leaning his head back on his arms.

"Cant help you there, haven't talked to him since group therapy in the Triskelon"

"You mean they actually have psychiatrists in S.H.I.E.L.D. and here I thought they fattened criminals up and sent them back out" Aeon said with wide eyes.

"Oh yeah Doc Samson's cool but I prefer being bad" Hellfire giggled mischievously.

The aura around Hellfire grew brighter and Aeon dropped into a fighting stance as an aura of energy surrounded him as well. Both costumed fighters jumped at one another smashing their fists together releasing a shockwave that cracked the windows of the buildings around them. Hellfire thrust her hands forward releasing a wave that sent Aeon flying through the air crashing into a taxi car. Luckily the barrier around the hero absorbed most of the impact, he climbed out of the car.

"You guys okay?" He asked the occupants of the taxi who nervously nodded their heads.

"I hate this country!" The Islamic driver sighed.

Aeon yelled as he jumped towards Hellfire smashing his fist into her barrier. The force of the hero's constant punches pushed Hellfire back. She yelled creating an explosion that sent Aeon flying into one of the office buildings. He shook the glass out of his hair then cupped his hand together, the energy of his barrier gathered into the palms of his hands. Aeon thrust his hands forward firing a beam of energy at Hellfire. The beam collided with Hellfire's flaming aura. Hellfire screamed as his beam extinguished the flames and slammed into her chest. Dazed and tired Hellfire began falling towards the streets. Aeon jumped out of the office creating a board from his energy. Using the board as a flight platform Aeon swooped towards Hellfire scooping her up in his arms before she could hit the floor. The hero landed on one of the buildings just as Hellfire began waking up.

"Now could you make this easier and just give yourself up?" Aeon asked.

"You saved me" Hellfire said dreamily.

"Of course silly I am a hero after all" Aeon smiled beneath his mask.

Hellfire lunged her head forward and pressed her lips against Aeon's mouth. As she wrapped her arms around his neck Sven pushed Hellfire away.

"What don't you like girls?" Hellfire asked.

"Of course I do, its just no ones tried frenching me through a mask before" Aeon said.

Hellfire smiled as she folded Aeon's mask revealing his mouth. Sven widened his eyes as Hellfire shoved her tongue down his throat. He struggled to get out of her grip thinking of his own girlfriend Faith. Aeon pushed the girl away from him activating his second skin.

"You seem like a cute girl Hellfire but I'm already tied down" he said narrowing his eyes at the villainess.

The girl closed her eyes as she created an explosion-throwing Aeon into one of the office buildings. He skidded across the floor crashing into desk and other office workers. Aeon finally crashed through the wall of the office building and onto the bonnet of a car. Groaning in pain the young hero struggled to get up.

'Even if the second skin absorbs the impact it still hurts like a bitch' Aeon thought as he got up off the floor.

Aeon jumped onto the roof and looked towards where Hellfire had been, much to his surprise however she had disappeared. Jumping down to one of the pay phones he typed in a special number he had been given by S.H.I.E.L.D. the number sent out signals to the phones of the Avengers trainees. Each potential Avenger picked up their mobiles and looked at the messages.

"**Come to meeting point!"**

* * *

At the docks the Heroes for hire fought with the members of the Masters of evil. The Abomination tackles Luke Cage slamming his back against the floor. Puma hissed as he pounced at Constrictor grapping with him, the two rolled across the ground thrashing at one another with their claws. Iron Fist ignited his glowing fist running at Black Lash and Lady Octopus. Humbug used his own superior agility to jump on top of Abominations back patting his head.

"Little pest!" The green behemoth growled thrashing at Humbug who quickly jumped off him.

Luke whistled catching the Abominations attention. However he was too late as Luke's fist crashed into his mouth. Luke yelled as he tackled Abomination forcing him onto his shoulders, swinging round and round Luke let go of Abomination sending him flying towards Constrictor and Puma separating the two as he crashed onto the ground. Puma widened his eyes as Abomination rose from the ground laughing.

"PUMA!" Luke yelled running to aid puma as Abomination grabbed the bestial hero squeezing him in a bear hug.

Puma yelled in pain as he felt his ribs and internal organs slowly crush in Abominations monstrous grip. Dan slammed his fist into Black Lash's stomach knocking the man out of the fight. Lady Octopus giggled as she grabbed Iron Fist arms with her metal tentacles, Woody ran to the fight removing a taser device from his belt. Gothica however flew in the middle of his path. Woody yelled as Gothica's cloak came alive grabbing him, the gothic villains eyes glowed as he reached into Woody's mind.

"Ultimate took Hawk-owl from you, he murdered him in cold blood, you want to kill him you want to make him suffer for taking your teacher and friend away" Gothica said laughing as he released Woody.

Woody stumbled as his eyes glowed a black colour and he unwittingly walked into Hypnotia. She grabbed Woody's head and looked deep into his eyes using her powers. The young hero smiled as he slowly fell into a heap muttering things like Justice and getting what's coming to you.

"Our powers work well together dear, the combined force of your dark thought manipulation and my hypnotic powers rendered the boy into his dream like state" Hypnotia said smiling at Gothica.

"Keeping all those hateful feelings bottled up is wrong, and I'm sure we'd work well together but my heart belongs to someone else" Gothica said grabbing he She-Hulk clone and passionately kissing her. "Go and have fun my love!" he whispered into her ear and she smiled as she began running towards and unsuspecting Humbug.

"HUMBUG WATCH OUT!!!" Iron fist yelled.

His cry was too late however as the Dark She-Hulk slammed into his back. Iron Fist punched Lady Octopus away from him running to Humbug aid. The clone of she-hulk slapped Iron fist away sending him flying into the back of Luke Cage. She towered over Humbug and slammed her foot onto his spine. Humbug cried as he tried to move his arms and legs but his efforts were wasted. The Dark She-Hulk grabbed Humbug by the neck lifting him off the floor and licking his tears.

"I always loved destroying and smashing things, but I also enjoy something else" She said shoving her tongue down Humbugs throat.

The crippled hero moaned in protest but his sounds were soon seased as the clone completely crushed his neck. Luke Cage stared at the broke body of Puma and turned his attention to Abomination and Constrictor.

"Yo Dan we ever have a day like this?" Luke asked his best friend and business partner.

"Nope!" Dan said simply.

The two heroes stood back to back, Iron Fist glowing hand was ignited while Luke Cage the power man ripped his shirt off and dropped into a football style stance.

"Before we join the others I thinks its time we kicked their asses for a bit before we give in" Luke said and Iron Fist nodded with a smile on his face.

Both ran towards their separate targets, Luke punched Abomination hard across the face and Iron Fist punched the She-hulk clone straight in the stomach sending her flying into Lady Octopus. Constrictor thrashed his tail at Luke who grabbed it and hammer threw Constrictor into one of the boats. Gothica flew at Iron Fist ready to grab him with his powers however the light that the martial artist's fist generated weakened him. Iron fist kicked Gothica across the cheek then back handed him and delivered one final blow to the villain's chest sending him to the floor as a coughing heap. Luke and Abomination both slammed their fists together releasing shockwaves that cracked the floor and deafened Iron fist and Hypnotia as they engaged in hand to hand combat. Hypnotia swept her leg round trying to kick Iron Fist across the side of the head however he managed to grab her foot and throw her to the ground. Powering up his fist again Dan aimed a punch at Hypnotia however she flipped onto her back and thrust her feet into his stomach, then kicked him across the side of the face. Luke again punched the Abomination across the head then crashed his elbow into the giants back.

"LUKE WE NEED TO GET OUT OF HERE NOW!!" Iron Fist yelled.

"WHAT!!"

"THIS IS TOO MUCH FOR US WE NEED TO GET THE AVENGERS FOR THIS!!"

"FINE GIVE US COVER!!" Luke yelled punching Abomination into one of the warehouses.

Dan crashed his fist into the ground knocking Hypnotia back, he threw Woody over his shoulder and ran with Luke towards the truck. The heroes for hire were inches from the truck but suddenly the truck exploded throwing them back. Luke and Iron Fist got up off the floor and dropped into fighting stances ready to take anything on. Anything except for the force they were faced with. Their eyes widened in total shock as even more villains including the ones they had just fought surrounded them. Radioactive man a Chinese man wearing a thick brown suit that covered his glowing green skin. Titanium man a Russian man who wore green armour similar to Iron Man's though it was more bulky and menacing. And last of the new comers was the Black Cat a beautiful white haired woman wearing a black rubber suit and a mask. Luke and Dan both dropped to their knees, the fight was gone.

"Damn it!" Luke growled.

* * *

Hellfire banged her hands against the ground cursing her self for her idiocy. 'Of course he has a girlfriend he's a hero' she thought as tears rolled down her eyes. She hadn't cried this much since her sessions with Doc Samson, all sorts of scenarios had gone through her head but none of them came true. For a few seconds Hellfire examined the dark room she was in, no light made it impossible for her to see though she did see the silhouettes of a man wearing a horned helmet.

"Let me guess he just wanted to be friends?" The man asked in a mischievous tone.

"Alls I want is to be with him!" Hellfire sobbed.

"Don't worry my dear I'm sure Enchantress or Hypnotia have the perfect ways to make Aeon fall in love with you" The man said stepping up to Hellfire and tracing a yellow gloved finger along a strand of her hair. "There's probably plenty of the Masters of Evil who can give you what you want Miss Doe!"

* * *

Aeon leant against the air vent of an apartment complex waiting for his supposed team to arrive. A portal appeared in front of him and the young hero yawned as Deadpool was frown out of the portal. The merc with the mouth clicked his neck back in place.

"Don't you ever have a normal adventure?" Aeon asked.

"I've been on a journey through time space and reality itself, you'll never believe what would happen if Spidey married the Black Widow!" Deadpool sniggered and Aeon just shook his head at the mans antics.

"I called you here so that you could help me find Ultimate" Aeon said.

"You'd be better off calling Wolverine he has the nose you know!"

"Yeah but you've got some tracking skills yourself not to mention you hang out with some of these villain types like Loki and Typhoid Mary!"

"Don't forget Bulls eye I was the only guy who went to his funeral after Castle shot him…but there was that guy who peed on his grave, oh wait I was that guy!"

'Idiot!' Aeon thought shaking his head.

It was at that moment that the potential Avengers began to show up. First was Darkhawk followed by Gravity, Jewel and Hellcat all of whom had met earlier, the last to arrive was Giant-girl who had shrunk and was sitting on the back of a winged ant.

"So what did you bring us here for?" Darkhawk asked with his arms crossed.

"We need to track down Ultimate, S.H.I.E.L.D. cant do it on its own" Aeon said.

"Well it'll be better than just sitting around doing nothing, the streets have been dull except for Ultimate's little rampage" Gravity said.

Suddenly the communicator devices that the heroes carried beeped. Aeon flipped his communicator up and saw a panicked Captain America on the screen.

_"Aeon we need immediate support at the mansion!" Cap said._

"What's happening over their Cap I can explosions in the background" Aeon said.

_"We're being attacked by Magneto!"_

"What!" Aeon said in utter shock.

* * *

_**S.H.I.E.L.D. database Hellfire Psyche evaluation **_

_**Real name Jane Doe, she lived as good a life as any body could, a rich up bringing with popular friends. However she was deeply traumatised when her boyfriend had raped her. As far as her past life goes things were relatively normal apart from the fact that people only saw her as the victim, no longer as the accomplished cheerleader. Tired of her ordinary life she was found by the Mandarin and turned into one of his generals, when she received her powers she became a far more confident girl, she apparently enjoyed bringing fear into the hearts of men. But while she may appear cocky and flirtatious this is merely a façade to hide the life she wishes to have. Though he doesn't know this Jane is deeply attracted to the hero Aeon often wondering what he looks like behind his mask, though her attraction comes from more than just mere infatuation over the mystery of his identity but actual admiration of his willingness to never give up, she's watched numerous battles and collects newspaper articles of his fights. According to the psi-ops department Jane dreams of living a normal teenage life in a suburban house while dating the boy underneath the mask of Aeon.**_

Next Chapter 8: Avengers vs. The Brotherhood

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	7. Avengers VS Brotherhood

Disclaimer: Dont own anything related to Marvel

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Marvel Universe: Heroism

Chapter 8: Avengers vs. The Brotherhood

Things had been relatively peaceful at the Avengers mansion. Everything seemed to be back to normal even after Ollie was injured. Jessica and Miguel stayed with their brother; even Ben took time off of the New Warriors to stay with them. Ben had always been closer to Ollie considering the two were once a team of three Scarlet Spiders until the third one was killed and Ollie became the Steel Spider. Beast and Hank were in the lab; Hawkeye was practicing in the training simulator, Tony was drinking with Natasha, Wonder man, Cap and the Wasp were sitting in the living area either watching TV or looking at the paper. John and She-Hulk meanwhile were sitting in the back garden by the pool. She-Hulk was dressed in her bathing suit costume minus the gloves and boots while John had on a pair of trousers and a shirt with a white star on it. John ran a hand up Jennifer's thigh kissing her neck. She smiled as she grabbed his collar and pulled him in for a kiss.

"I don't know why don't wear a domino mask, it hides your handsome face less!" She-Hulk said tracing her finger over John's face.

"Jen, if people find out about this it would ruin your name" John said.

"Reputations are overrated, you've got to do something really bad if you want to live" She-Hulk rose from and dived into the pool. "Care to join me?" she asked playfully.

John smiled and was ready to take off his shirt when suddenly the brick wall of the mansion crumbled to pieces. Quickly putting his mask on US Agent turned his eyes to the seven people attacking the mansion. He recognised them as the Brotherhood, a band of terrorist mutants. Mystique, a blue skinned woman with red hair and yellow eyes. Toad a green skinned man wearing dirty street clothes that dripped with some kind of green slime. Avalanche a brown haired man wearing a glass helmet, a blue suit with several pieces of armour on the chest and shoulders. The unstoppable Juggernaut, his inhuman size and brown armour only seemed to strengthen the point of his codename. Rogue a girl with white streaks in her brown hair, she wore a yellow and green costume. The Scarlet Witch a brown haired woman wearing a revealing red costume with a cloth tiara. And of course the leader of the group and the one that the people feared the most, Magneto master of magnetism wearing his signature red costume with his purple gloves, cloak and red helmet.

"SHE-HULK GIVE ME SOME HELP HERE NOW!!" US Agent yelled running at the Brotherhood.

US Agent rolled to the side dodging a crushing punch from the Juggernaut. Toad tried to whip the boy with his tongue but the extra hours John spent in the gym paid off as he leant back and dodged the blade like tongue. Mystique flipped towards US Agent kicking him across the face. She-Hulk jumped out of the pool and uppercut Juggernaut sending him into the air to crash into the brick wall. US Agent blocked another kick from Mystique but was forced back as the woman dealt a quick punch to his stomach. Toad hopped towards US Agent kicking him in the back and sending him to the ground. Quickly getting up off the floor John punched Toad across the face then jumped ducked just as Rogue flew at him like a rocket. Rogue hovered above the ground and flew around the pool redirecting her pattern towards US agent. She removed her gloves and was ready to grab the distracted US Agent until She-hulk ran into her flight path and dealt a hard punch to her face sending her flying into the wall of the mansion.

"INTRUDER ALERT!!" Black Widow yelled drawing her guns and firing at Rogue who laughed as the bullets bounced off of her.

Tony pulled off his tie and removed his jacket as chunks of red and gold metal started to suddenly cover his body and form into his Extremis armour. Iron man flew at Rogue grabbing her shoulders and flying her out of the mansion and straight into Juggernaut. Magneto thrust his hand at Iron man and suddenly before Iron man could activate his repulsors he stopped moving and remained as still as a statue. The master of magnetism moved his hands around and sent Iron man flying into the mansion and even the buildings surrounding the base. Magneto dropped Iron man on the ground then took flight into the mansion stopping the bullets that Natasha fired at him with his powers and merely ignoring her as he flew deeper and deeper into the mansion. Wonder man, Cap and Wasp stepped out of the living room just as Magneto came round the corner. Captain America threw his shield which Magneto stopped in midair and sent flying into Wonder Man throwing him through the front door. Wasp shrunk and fired her stingers at Magneto who blocked the rays with his cloak. Cap ran towards Magneto readying a punch until Rogue rocketed through the wall of the mansion and flew into Cap's side pushing him away from Magneto and back into the living room. Rogue stood over Cap and moved her hands to touch his face. But Cap quickly put his hands on the floor and thrust his legs into Rogue's face stunning her enough for him to grab her ponytail and throw her into the dining hall.

"What the hell is going on?" Pym asked as Beast ran into the security room.

Beast brought up the security cameras and saw the Avengers fighting the Brotherhood, his eyes widened as he saw Wonder Man being piled upon by fifty men wearing trench coats and blue suits.

"The Brotherhood, Maddrox's multiple men are running around the side of the building to over run the members outside, Iron Man seems to be down for the count and US agent's holding his own, we need to get him his blasters and shield" Beast said running out of the control room.

The blue furred feral mutant ran into the locker room and smashed open US Agent's locker removing his wrist blasters and shield generator. Scarlet Spider, Miguel and Jessica ran out of the infirmary, Ben was in full gear while Jessica and Miguel were wearing their masks. In the dining hall Cap flipped out of Rogue's reach as she rocketed into a bookcase. Cap picked up a plate on the table and threw it with incredible force striking Rogue in the neck. She held her neck coughing then cursed as Cap hit her with the dining table sending her flying through the roof and crashing into the road outside. Wonder man clapped his hands together creating a sonic boom that threw back the multiple men attacking him. He turned his back and began a walk back into the mansion. Rogue flew like a bullet slamming into Wonder man's back. She pulled her fist back and punched the stuntman straight in the face shattering his sunglasses and sending him to the floor unconscious.

"Magneto said this would be a bloodless operation and that includes me putting you in a coma like I did Ms Marvel, but that doesn't mean I can at least have a taste of your memories and your powers" Rogue picked Wonder man up by his cheeks and squealed in delight as she felt strength run through her body and most of Wonder man's life flashing before her eyes.

Captain America ran out of the mansion to face the Brotherhood. Avalanche growled activating his powers and shaking the ground beneath him, pillars of rock burst out of the ground, one slammed into She-Hulk and pushed her through one of the mansion windows and into one of the offices. Toad jumped and rolled in midair intending to hit Cap who merely stepped to the side before beginning a run towards Mystique. Suddenly Maddrox and his multiple men jumped at Captain America piling on top of him. US Agent back flipped dodging one of Avalanche's rising pillars and ran to aid Cap.

"Juggernaut get into the mansion and secure their computer!" Mystique ordered and Juggernaut grunted as he stampeded into the mansion.

* * *

"Man the Brotherhood, if we kick their Asses that would put us on the map" Jewel cried in delight.

"Yeah, lets hope the Avengers haven't beaten us to it" Giant-Girl said.

"You two are embarrassments" Aeon growled.

"I agree" Darkhawk added.

"Heroism isn't just being someone to look up to, hell it isn't even that, get your motivations sorted cause if you don't you have no right to be Avengers!" Aeon said as he flew on a blue disc made from his energy.

"Oh my gosh!" Hellcat said stunned at the sight of the ruined Avengers mansion.

"Ok everyone LETS GET THEM!!" Aeon yelled activating his second skin and jumping off his disc.

As Aeon fell towards the floor he pointed his hands at Juggernaut and blasted the giant into the ground. Giant-girl grew to her giant size crushing several cars as she landed. Avalanche concentrated on the ground beneath Giant-girl and stone pillar burst out of the ground trapping the girl's leg. Jewel tried punching Mystique who back flipped to avoid the attack. Darkhawk fired his chest laser at Avalanche hitting the mutant in the shoulder. Avalanche quickly recovered to create a stone pillar that slammed into Darkhawks chest. Deadpool drew his swords and slashed at Toad who hopped away from the mercenary. Scarlet Witch's hands glowed and she merely smiled as the pins in Deadpool's grenades fell out.

"Oh…"

Deadpool's words were interrupted as his chest exploded. Gravity put his hands to his mouth then blinked in confusion as a brutally scarred and half naked Wade Wilson walked out of the smoke clicking his neck. Juggernaut burst out of the ground grabbing Jewel by the leg and throwing her into Aeon. Aeon held Jewel's hand and swung her around so she could kick away the multiple men surrounding them. Captain America and US agent punched and kicked their way through the multiple men. Steve head butted one multiple man while John twisted ones arm then smashed his head into the ground. Aeon let go of Jewel and sent her flying like a rocket into the gathered multiple men. The Spider's jumped around the library of the mansion as they engaged Rogue and Magneto. Magneto used various bits of cutlery, screws and pans as projectiles weapons. Tarantula batted each pot and pan away from him with his multiple arms while Scarlet Spider and Spider-woman ducked and jumped to avoid the make shift weaponry. Rogue flew at Scarlet spider grabbing his neck, Jessica quickly aimed and fired a venom blast at the girl forcing her to let go of Ben. Scarlet Spider pulled his fist back and punched Rogue straight in the face sending her flying out of the window. This however proved to be a bad move as Rogue had landed next to Gravity who was distracted drawing Multiple men away with his powers.

"GRAVITY WATCH OUT BEHIND YOU!!" Darkhawk yelled.

His warning was too late as Rogue grabbed Gravity and pressed her lips firmly against his. Gravity moaned in pain as he drifted off into unconsciousness and his memories and powers were transferred into Rogue. Rogue pointed a finger at Darkhawk, a aura of blue energy surrounded the hero and he was sent plummeting to the ground leaving a hawk shaped crater. Beast bounced through the mansion ignoring the battle between Magneto and the Spiders so he could assist the Avengers outside. First Beast jumped and kicked Toad across the side of the head, and then he jumped off of Toad and landed on a multiple man. She-hulk slammed her fist into Juggernaut and prepared to deliver a hard punch to his face but much to her surprise her fist just slipped off his helmet. Scarlet Witch giggled at her antics as Juggernaut punched She-Hulk across the mansion grounds and into the pool.

"She isn't moving!" Wanda said curiously. She gasped as she realised that Juggernaut's punched had knocked her out.

"JEN!" US Agent yelled and he tried running to the pool but the multiple men blocked his path.

"You idiot Maddrox's this is supposed to be a bloodless operation" Scarlet Witch said as she tried to fly into the pool but Rogue blocked her path.

"Sorry Sugah but your old man didn't say anything about drowning them" She sniggered.

Suddenly a energy wave slammed into Rogue pushing her through the mansion wall and outside onto the streets. Aeon ran towards the pool and dived in. Grabbing She-hulk Sven swum to the surface then laid She-hulk down on the ground. He put his ear to her chest making sure her heart was beating right, it was irregular but Aeon thought that if he restored her breathing then her heart would return to normal. Squeezing her nose and lifting her chin up with his finger Aeon breathed into She-Hulk's mouth. Jen spat the water out of her mouth and gasped for air. Magneto had taken a time out to look outside of the window at Aeon's selfless antics. Returning to the fight Magneto reshaped a pan into a cannonball. The master of magnetism thrust his hand forward and slammed the ball into Scarlet Spider's chest pushing him into Spider-woman. Once those two were knocked out this time Magneto hit Tarantula across the side of the head. Rogue flew at Aeon punching him across the side of the head sending him flying into the wall and cracking his aero-dynamics helmet. The southern belle raised her hand ready to beat the young hero to death until she felt a strong grip around her wrist.

"It takes skin to skin contact for your powers to work right! Well lets see how well they work when your not touching skin!" She-Hulk said and Rogue gasped in shock as a barrier had surrounded the green muscled woman.

"This is my power Rogue, the power to defend!" Aeon said as She-Hulk threw Rogue off of him then slammed her fist into her face sending her flying back into the streets.

"John your blaster and shield generator" Beast said handing the equipment over to US Agent.

US Agent slipped on the red gloves and gauntlets. He ran through the multiple men shooting them through the chest and slamming his shield into their faces. Captain America joined in using his judo techniques to throw the multiple men to the floor. Rogue dealt a hard punch to the barrier protecting She-Hulk but yelled in pain as the barrier actually broke her hand. Aeon charged up an energy blast then fired at Rogue burning her hair and clothes and knocking her unconscious.

"ROGUE!" Mystique yelled scratching Hellcat across the face and running to her adopted daughter's side.

"Don't worry if I hadn't been holding back my powers right now she'd be dead, she'll be fine in a few months or two" Aeon said then turned his attention to the fight taking place above them.

Scarlet Witch fired a red beam of light at Darkhawk who performed an aerial roll to avoid the blast. Both fired and their beams clashed together. Darkhawk yelled and intensity of his chest laser increased. Scarlet Witch created a barrier and managed to block the blast, however her vision blurred and she eventually fell into unconsciousness.

"WANDA!!" Magneto yelled seeing his daughter fall.

Aeon jumped into the air catching the Scarlet Witch. Magneto sighed in relief as Aeon laid Wanda down on the grass.

"BROTHERHOOD WE HAVE LOST THE ADVANTAGE!! RETREAT AND I WILL MEET YOU LATER!!" Magneto yelled removing four metal marbles from his pocket.

The marbles grew in size and became giant orbs that opened, the Brotherhood members including the real James Maddrox climbed into the orbs leaving Magneto.

"GET MAGNETO NOW BEFORE HE REACHES THE COMPUTER ROOM!!" Black Widow yelled loading one of her pistols.

"Wait Romanoff what's so important about the computer?" US Agent asked.

Black Widow ignored the question as she; Cap, John and Aeon ran towards the computer room just as Magneto reached the door.

"Freeze Lensherr!" Natasha said aiming the barrel of her pistol at Magneto.

"You never learn do you?" Magneto asked as the gun flew out of Natasha's hand and was crushed into a little scrap ball.

"It's over Magnus, don't make the charges against you worse" Cap said.

"It will never end until someone brings down S.H.I.E.L.D." Magneto said scoffing at the mention of the name. "Defenders of America…that's bull they're just mutant haters assisting in the killing of my people!"

"Your crazy S.H.I.E.L.D. would never do that!" Cap and US Agent both believed in S.H.I.E.L.D. while Aeon merely lowered his head thinking about Magneto's words.

'I don't know about Nick Fury but there are people in S.H.I.E.L.D who want to contain super powered beings!' Aeon thought carefully as the Avengers closed in on Magneto. 'Magneto has good intentions, he's a leader he wouldn't put Genosha at risk like this if he wasn't absolutely sure that something was going on with S.H.I.E.L.D.'

The Avengers were ready to jump and grab Magneto. Magneto widened his eyes as Aeon mouth the words 'cover your eyes'.

"I'll deal with him!" Aeon said as his aerodynamics helmet lit up blinding the Avengers present.

Magneto took Aeon's prior advice and covered his eyes remaining unaffected by Aeon's blast. He flew pass the Avengers mouthing 'thank you' to Aeon before he flew through the mansion and into the city.

"I'm sorry guys I lost control there" Aeon said apologetically.

"It's ok it happens" Cap said patting Aeon's shoulder.

Both John and Steve had left the incident as a temporary loss of control of Aeon's power and pressed the issue no further. Black Widow however narrowed her eyes at Sven as he and the other trainee Avengers rested in the living room. She knew acting when she saw it for she had done it many times. Wonder man and Gravity were sent to the infirmary while Tony got to work on calling the Wrecking Crew to fix the mansion.

"You know I would have expected something like this at the Xavier institute but not here" Jessica said pouring glasses of coke for the guests.

"Oh its happened at the X-mansion before but I don't think I've seen an expensive house like this trashed since the X-men first faced Juggernaut" Hank said sitting on a stool in the kitchen.

"What in the world were they here for Cap?" Jewel asked.

"I'm not sure but they said that something was up with S.H.I.E.L.D." Steve said.

"Oh look who finally decided to come out of hiding, where the hell have you been Hawkeye?" Deadpool asked Hawkeye as he stepped out of the subbasement elevator with his mask off.

"Deadpool what the hell are you doing here?" Hawkeye asked back.

"It's a long story!" Jarvis sighed.

While the others recovered John walked to the security room removing his mask and placing on the console. He sighed as he began looking over security footage. The door slid open and She-hulk walked into the room wearing a casual outfit. She wrapped her arms around John's neck and pressed her lips against his.

"Jen I want to talk to you about what happened today, when I saw you in that pool I thought about how lucky I am to have you…and the second time I felt so helpless I wanted to save you, I just want you to know that I love you and next time I swear I'll save you!" John said and She-hulk smiled as she dived her tongue down John's throat.

"How about after my college lecture I take you to meet my parents, let you get to know Jennifer Walters!"

"I'd like that, could my dad come cause I want you to get to know John Walker as well!"

Both lovers passionately kissed and left the room together. John put his civilian clothing back on and walked out of the mansion with Jennifer Walters, the skinny brown haired girl behind the She-Hulk persona. They walked up to Sven who was back in his civilian gear leaning against a building wall with his arms crossed.

"Thank you Sven, I'm glad you're my friend…if it wasn't for you I probably never would have joined the Avengers, and I never would have fallen for an amazing girl" John said offering his hand to Sven.

Sven showed his usual smile as he shook his friends hand and watched the two lovers leave. He thought of calling Faith and telling her just how much she meant to him but cursed as he realised he didn't have his phone on him. Sven returned home eating a pasta he had prepared earlier, his mother was away for a school trip while his sister was staying at a friends. Night passed and Sven changed into his costume petting his pet ferret before he jumped out of the window and flew to the city on a disc. Aeon waited patiently on the rooftop of a building and smiled slightly as he heard the metal around him rumble. Turning around Aeon came face to face with Magneto.

"You saved my daughters life today and I thank you for that, you also helped me to escape imprisonment but I must ask why?" The master of Magnetism's face was hidden by the shadow his helmet cast and unlike others Aeon remained steady and relaxed in his presence.

"You said that something was up with S.H.I.E.L.D. I want to know what!"

"Spies of mine reported that their was information kept on the Avengers database concerning the location of my son, as well as a facility holding missing citizens of Genosha" Magneto explained.

Aeon lowered his head thinking of what to do. If he acted he would be proclaimed a traitor and be hunted down by S.H.I.E.L.D. putting his family in potential danger. But if he didn't act there was the likelihood that S.H.I.E.L.D. was planning something terrible for mutants and so innocent mutants would get hurt or worse. Aeon raised his head to look at Magneto and narrowed his eyes deciding to do the right thing!

Next Chapter 9: The Right thing to do!

Both Aeon and Ultimate make decisions that will change their lives forever

* * *

This Chapter takes place before current events in my X-men:Academy X fic 


	8. The Right thing to do

Disclaimer: I Dont own Marvel comics or any related characters

* * *

Marvel Universe: Heroism

Chapter 9: The right thing to do!

Two days had passed since the Brotherhoods attack on the mansion and things returned to normal. At school Sven paid little attention in class and kept on thinking about the things the Magneto told him. Even though it was one of his favourite teachers Josiah Bradley taking the class Sven still paid no attention. Faith and Tito both cast worried looks at their friend. John was distracted too but unlike Sven his face wasn't conflicted. He rested his head on his hand smiling as he thought of his dinner with Jennifer Walters and her family. It had been one of the few times his father got out, he had lost his legs during the Wakandan war but how exactly wasn't something he shared with his son. John's father and Jennifer's parents got along well, the only time John's father had ever met one of John's Avengers team mates was at a war memorial where he sat next to Steve Rogers. After the class the students departed though Sven still sat at his desk until Josiah slammed his register into the table.

Sven immediately stood alert and Josiah chuckled at his shocked expression. Josiah liked Sven considering he was polite, respectful and knew when to be funny in the classroom. Another thing that Josiah respected in Sven was his willingness to never give up and improve.

"You know the principals rule is that anyone in class who falls asleep has to be put in detention but considering your one of the students who actually has a reason for being distracted I'll let it slide" Josiah said.

"Oh thanks sir" Sven said gathering his books and putting them in his bag.

"Look kid something's obviously bothering you, tell me about it!"

"Well what if something bad was going on right before your eyes but your friends were involved with it, with if you intervened but they'd only end up hating you in the end?" Sven asked, though he didn't expect the man to have an answer what Josiah told him surprised him greatly.

"I have a nephew who's your age" he began and Sven blinked in surprise not knowing much about Josiah's family apart from his father Isaiah. "He hang out with the wrong crowd at school and so got involved with drugs, first it was holding on to the stuff for his "friends" then he actually turned to taking it, anyway we found out and we took it off him, then we turned him in, the blind lawyer we got managed to lesson the severity of Elijah's sentence, a year in a juvenile hall and six months of community service, Elijah hated us for it but it was for his own good, but eventually he forgave us and he's off drugs, Sven sometimes you have to do the right thing even if it means friends and family hating you for the rest of your life" Josiah patted Sven on the head before he walked out of the classroom.

Sven lowered his head then smiled as he raised it and walked out of the classroom to meet both Faith and Tito.

"Sven are you ok?" Faith asked.

"Of course!" He smiled as he hugged his girlfriend who surprised hugged back.

"You were awfully distracted in class today, even more so than you usually are, are you sure your okay Sven?" Tito asked.

"Yeah I'm fine, there's just one thing that needs to be sorted out, John Gallo's over there just ask him about meeting up at one stage so you can help tutor him on the work" Sven said patting his friend on the shoulder. "I've talked to him and he's a nice guy, don't judge him by what you see in the papers but what lies in his heart" Sven pushed Tito in the direction of John. "A mutant can be anyone here in this school, me, Faith…even you!"

"Ok Sven, you've gotten me there, but one day I want to know what's been getting you so distracted lately"

"Don't worry my friend, I'll tell you one day but right now you've got to face your fears" Sven said as he walked through the corridors followed by Faith.

Tito looked at the white haired mutant leaning against the lockers. He took a deep breath and walked up to the new student. Sven and Faith sat on one of the benches in the school grounds. Much to Faith's surprise Sven cupper her cheeks and kissed. He had never instigated their kisses but the girl rolled with it and wrapper her arms around his neck as Sven trailed his arms down to her waist. They kissed with more passion than they ever did; Faith ran her hands through Sven's sandy hair. Both teens held hands as they continued kissing. They separated and while Sven showed his usual friendly smiled a cheeky grin crept across Faith's lips.

"You know I heard in the papers that Aeon kissed Hellfire, if this is your way of making it up to me other girls should kiss you more often" she whispered into her boyfriends ear.

Sven rubbed the back of his head sheepishly and Faith merely giggled.

"She kissed me but I didn't do that because of her, I just wanted to embrace life a little" Sven said.

"Why?" Faith asked curiously.

"There's something I have to do with the Avengers, it'll be dangerous and I wanted you to know how much I care about you…I love you Faith!" Sven said.

A small tear fell down Faith's facer and Sven wiped it away with his finger. Faith held onto Sven's hand and rubbed it against her cheek. What happened next caught the young hero off guard as Faith suddenly tackled him onto the bench squeezing his waist tightly.

"I'm always scared to death when your out there Sven, but I know that if there's anyway you want to die then it would be helping people and doing the right thing" Faith cried and Sven rubbed her brown hair.

They separated and shared one last passionate kiss. Faith smiled as Sven ran out of the school grounds. Chris and Jessica walked out of the main entrance and saw Faith standing by the bench watching Sven leave.

"Hey Faith where's Sven going?" Jessica asked.

"Yeah the idiot still needs to organise a time he can help me with my work" Chris said.

"You don't even need it!"

"Well it would have been nice to have helped offered"

"Sven went out to do the right thing" Faith said with a smile.

Sven ran to the nearby alleyway and reached into the bin taking out a green gym bag. A few moments later Aeon jumped out of the alleyway and onto the rooftops. He broke off into a running start then jumped off of the building, quickly covering himself in his second skin he also created a board and used his energy to propel himself forwards like a rocket. The Avengers mansion came into his view and Aeon jumped off the board deactivating his second skin armour. Walking up to the Avengers gate Sven mumbled to himself what the pass code could be for the gate.

"Captain America throws his mighty shield, Aeon!" Sven spoke into the intercom and the gate opened.

He slowly walked across the grounds bracing himself for what he was about to do. Jarvis answered the door and he and Aeon exchanged the usual pleasantries. Aeon began walking through the mansion seeing where all the Avenger's were. Yesterday Beast had resigned from the Avengers so he could return to the X-men. With Beast gone and Ollie in the infirmary awaiting a cybernetic arm from Pym and Scott taking some time off of heroics so that he could raise his daughter new recruits were in order. The younger avengers were added as a reserve team to be used for emergency situations, Deadpool was added as a full time member as was Tarantula and with Darkhawk's exceptional show of skill in the fight with the Brotherhood he was added as a full time member. At the moment the only people at the mansion were Captain Marvel who was standing in the library reading books, Steve, Firebird, Wonder man and Deadpool were in the living room while Tony was in the Kitchen raiding the fridge. No doubt the billionaire was trying to get over his break up with Natasha who after insulting one of the deceased X-men earned a slap round the head by Tony. Aeon shed no tears over the end of that odd pairing, considering he hated Black Widow with a passion. He walked to the elevator and travelled down to the subbasement. Aeon walked through the corridors taking note of the cameras and remembering that there was a security system in the basement as well.

'Here it goes' Aeon thought as he walked into the computer room and began typing on the computer.

Aeon looked through numerous files ignoring some such as extensions for the mansion and possible new recruits. He finally came to the file he needed, it was part of the S.H.I.E.L.D. database and was guarded with a password. If it had a password that only S.H.I.E.L.D. agents knew then it was most likely that Black Widow was the only person who accessed the database. Sven put a hand to his chin and began thinking of what the password could be.

* * *

Elsewhere Ultimate leant against a wall in one of the corridors of the Masters of Evil's hide out. Though he'd been there several days Cade wasn't getting on with any of his "team mates" any time soon. Many times villains would come up to him to congratulate him on his killing of five heroes, they would all be promptly sent to the infirmary because of the fact that Cade wasn't proud of his killing, and they also got the amount of people he killed wrong. The only ones who learned to stay out of his way were Hellfire, Brute and Gothica considering that they were former generals of the Mandarin like he was and knew what Ultimate was like. Others that Ultimate almost got along with was Venom considering the fact they had quite a bit in common, Venom had a rivalry with Spider-man the same as Ultimate had one with Aeon, and both lived by a code of honour though Venom was more willing to kill without reason unlike Ultimate. 

'This bores me!' Ultimate thought as he began walking through the base to the labs where he saw both Modok and Red Ghost working.

His eyes widened at the figures floating around in the tubes the two scientists set up. One was a bald man with a hole in between his eyes while the other was a charred corpse.

"I recognise the one with the bullet in his head as Bulls eye, what are you guys planning to do with a psychopath?" Ultimate asked the two scientists.

"Bulls eye had amazing eye sight as well as an ability to turn even the most simplest of objects into deadly weapons" Red Ghost began in his thick Russian accent, "The Red skull wants Bulls eye resurrected for a special task that is significant to our plans of conquest, he also wanted us to resurrect one of the heroes whom Hellfire destroyed"

"I heard that she burned Quasar and a few of those rocket men, I didn't think there was anything left to revive!"

"Fury's incompetent agents made the mistake of thinking that Quasar was disintegrated, his power cosmic will be useful to us" Modok said.

Ultimate walked over to one of the computer consoles and raised his eyebrows at equations that had been drawn on the touch screen. Red Ghost saw Ultimate staring at the screen and walked over patting the teenager's shoulder.

"The garbage of a super computer, just because we're super genius's doesn't mean we can figure out Ultron's plans ya comrade Modok" red Ghost said.

"You never know what the troublesome android is planning" Modok growled.

"What are we planning to do with those heroes that Gothica brought in?" Ultimate asked.

"Luke Cage and Daniel Rand might make good spies with a little bit of psychic therapy, and the younger one Woody was making an armour, Red Skull came up with quite a wonderful idea of what to do with him, the boy is in room b-6 while Cage and Rand have been taken to the interrogation room" Red Ghost explained.

"All this work we do reminds me of project Aeon!" Modok sighed.

"Good times back then da!"

"Very good times"

Ultimate ignored the two old scientists reminiscing, "I didn't know we had any psychics in the organisation, who's conducting the psychic therapy?" he asked.

"That woman, Emma Frost!" Red Ghost said and Ultimate narrowed his eyes.

Ultimate walked out of the lab and smashed his fist against the wall cracking it and shocking the villains that passed him. He began an aggressive walk to the interrogation room and just barged in just as the scantily clad Emma Frost planted her hands on Dan's head.

"FROST!!" Ultimate yelled.

"Ah Ultimate good to see you again, you've already met Miss Frost I presume?" Zemo asked.

"What the hell is that woman doing here?" Ultimate asked as he began walking towards Frost drawing one of his wrist blades.

"Sebastian Shaw is an active supporter of the masters of evil, much of the technology here was provided to us by Shaw and Doom"

"Didn't you know what happened between me and the Hellfire club?" Ultimate looked down at Emma who merely smiled.

"You fought that's what I heard" Zemo said casually.

"We tried to recruit him, its too bad actually, Cade would have been a good black king!" Emma said trailing her finger along Ultimate's chest.

"Still scheming aren't we Emma?"

"I always have something up my sleeves"

"More like down your bra!" Ultimate muttered and Zemo burst into laughter. "Now there's a question I want to ask you Emma, where's Angelica Jones?"

"Oh come now Cade your still not crying over her are you, we don't mistreat her" Emma said.

"In my visions she was bruised you telling me you didn't do that?"

"What doesn't kill you makes you stronger Ultimate, that's one of the Hellfire clubs mottos"

"Where is she?" Ultimate growled.

"I'm afraid we'll have to do this another time I have work to do"

Ultimate grabbed Emma by the throat lifting her off the ground "TELL ME WHERE SHE IS!!" Ultimate yelled.

"Go to hell" Emma growled.

"Ultimate back down now" Zemo commanded pointing his sword at Ultimate.

It was then that Ultimate saw it, what Zemo was planning to do with the Hellfire club. With the girl that they had captured and what they were planning for Luke cage and Iron fist. But Ultimate recognised something in his vision of the girl, the room she was in was dark but it seemed similar to the many rooms of the Masters of Evil's base. Ultimate dropped Emma to the floor and turned his eyes to the door, not only was Zemo guarding it but there was also Meteorite, Venom, the purple armoured Swordsman and Shocker who had all heard the disturbance and came to investigate.

"Think very carefully about what you're going to do Ultimate!" Zemo warned as the villains walked closer towards Ultimate.

* * *

"Gabriel Jones!" Aeon said as he typed in the password to the S.H.I.E.L.D. database. 

He began scrolling through different notes that seemed irrelevant, most were just studies of mutants and mention of something called Weapon X, though when Aeon tried to click on the link to the Weapon X project it merely read data no longer available. Aeon carried on searching for something relevant, he clicked his fingers as he found a link to the sentinel project. The next page showed schematics of different sentinel models, it was two models that caught Aeon's attention. One was more diamond structured and didn't actually resemble a sentinel, while the other was gigantic and judging from the schematics and diagrams it would act as some kind of mobile factory. Then Aeon saw photos of Sentinels being built in come kind of factory. Looking more into it Aeon discovered the coordinates and much to his shock test videos. S.H.I.E.L.D. was testing its sentinels on mutant orphans and captured members of a group called the Morlocks. Aeon squeezed his fists and growled in anger as he searched more into the mutant defence project. He found a prison facility located somewhere in the Middle East, guarded by the armour Sentries. Inside it were numerous mutant prisoners, including Magneto's son Quicksilver. The records showed that they were mainly arrested for allegedly planning terrorist attacks. However most if not all of the prisoners that Aeon looked at had no criminal background.

'S.H.I.E.L.D. are arresting people indiscriminately, they're just mutants in the wrong place at the wrong time, most of them aren't even dangerous' Aeon thought as he downloaded the information onto a CD.

He logged off of the computer and walked towards the door as the alarm started to ring. Black Widow, along with Wonder man and Captain Marvel were already waiting for him.

"A security breach in the database, may I ask what your doing?" Black Widow asked as she loaded her gun.

* * *

At the Masters of Evil's base Ultimate cut the chains of Luke Cage and Iron Fist shocking his fellow villains. 

"What the hell are you doing?"

* * *

"_The right thing!"_

At that moment the second skins of the two super humans changed. Ultimate's coat disappeared replaced by a chest plate with a U symbol on it, his gauntlets grew bigger, his helmet covered his face apart from his mouth and eyes which changed to e red colour, now the helmet was shaped like that of a fierce European dragon, black hair was flowing out of the back of it. Ultimate's new armour covered only his shoulders, his shins were shaped like dragons talons, red gauntlets covered his arms from the elbows to his hands. There was also a bit of thick armour on his waist and upper legs and at the back waving around the room was a spiked tail. Underneath his armour Ultimate wore black clothing that showed off his tone abs. Aeon wore a bigger aerodynamics helmet with horns sticking out of the back. His shoulder armour was thick and ran down his abs to his elbow. The Gauntlets he wore were merely a pair of grey arm guards partially covering his black gloves hands. On his chest and back were small grey pads while his lower legs were completely encased in grey and blue armour.

"What the hell just happened?" Both asked themselves out loud.

'His powers they have changed again, just what the hell did the mandarin do to that formula?' Both Zemo and Natasha asked themselves.

The two teenagers looked at themselves then smiled.

* * *

Aeon dropped into a running position and before the three Avengers' knew it Aeon sped past them. He suddenly appeared in the corridor outside the elevator and Aeon smiled to himself knowing that the sudden burst of super speed he sometimes showed had now turned into true teleportation powers. Black Widow's voice then yelled on the speaker system inside the mansion. 

"AVENGERS STOP AEON FROM LEAVING NOW!!" she yelled frantically.

Tony covered himself in his Iron man armour and Steve picked up his shield. Captain America, Iron man, Deadpool and Firebird ran into the corridor to meet the new Aeon.

"Sven what happened to you?" Tony asked.

"New look, new way and of course not forgetting new abilities!" Aeon said as he slammed his fists together lighting them up with blue flames.

Aeon punched the ground and an arc of light flashed around him knocking the Avengers back before they could react. As Aeon ran for the door Steve quickly recovered throwing his shield into Aeon's side. Stumbling back into the living room Aeon cursed himself as Iron man flew into him.

"NOOOO THE TV!!" Deadpool yelled dramatically as Aeon had crashed into the giant wide screen TV.

"Next time you guys see Fury ask him exactly what's going on in S.H.I.E.L.D." Aeon commanded as he climbed out of the TV.

He ran at the Avengers and jumped behind Iron man. Tony turned around to be met with Aeon's glowing fist. Aeon then began jabbing Cap's shield before kicking him into the wall. Firebird surrounded Aeon in a ring of fire while Deadpool drew two pistols loaded with tranquilliser darts. Six darts flew into Aeon's chest but he merely batted them off of him unaffected by the drugs.

* * *

Ultimate picked up Luke Cage and Iron Fist, suddenly a pair of shining red ring burst out of his back, instead of flapping the intense release of energy sent Ultimate flying into Venom like a rocket. The two villains crashed through the wall but while Venom stayed on the ground unconscious Ultimate merely clicked the cricks out of his neck and ran off. Shocker and Meteorite both fired at Ultimate but none of their beams managed to hit him as he ran further down the corridor. 

"Fool you've chosen death!" Zemo whispered as he looked into the stone he held and saw a few likely candidates to stop Ultimate.

Cade came to a halt as Hypnotia, Abomination and Hellfire suddenly appeared in front of him.

"I always knew we couldn't trust you, you're far too soft!" Abomination sniggered.

"Its sad but I don't have time to play right now" Ultimate said as he dropped Luke and Dan on the floor.

Ultimate's flaming wings disappeared and a sword made from fire appeared in his left hand. Abomination punched his fists together itching for a fight until a Hypnotia placed a hand on his shoulder and took a few steps towards Ultimate.

"There are better ways to do this, please go down Ultimate" Hypnotia said seductively as her eyes glowed.

Hypnotia's powers took affect and Ultimate dropped to his knees. Suddenly his head shot up and red beams fired out of his eyes. The beams shot straight through Hypnotia's chest sending her to the floor coughing up blood.

"Just kidding!" Ultimate grinned.

Ultimate picked up Luke and Dan and took a running start before jumping over Abomination. Hellfire flew after Ultimate leaving a stampeding Abomination behind. With the head start he had Ultimate made it to the room prison cells. At the moment there were only one person in one of the barrier guarded cells. Angelica Jones the red haired girl of fifteen was cowering in the corner of her cell, she was wearing a strange yellow suit with red gloves. Cade smashed the controls of Angelica's cell and walked in offering her his hand.

"Are you one of the good guys like Woody?" She asked trembling.

"No I'm just a nice bad guy!" Ultimate said as his eyes glowed.

* * *

Aeon blasted a hole through the roof of the mansion and jumped into the air. The flight platform he made swooped in like a jet. Aeon landed on the board and flew off into the city. Black Widow ran out of the elevator typing a frequency into her communicator. 

"WHAT THE HELL ARE YOU IDIOTS DOING FLY AFTER HIM NOW!!" She yelled at the Avengers.

Iron man and Cap exchanged looks before nodding at each other.

"Sorry Natasha but we're not doing anything until we know what exactly Aeon has stolen" Cap said sternly.

"DAMN STRAIGHT!" Deadpool yelled hyperactively.

"ALL S.H.I.E.L.D. SLEEPERS IN THE VACINITY OF AEON ACTIVATE NOW!!!" Widow yelled.

In the streets of New York the eyes of several citizens began glowing. Their forms began to change as steel and purple cloth covered their bodies. The Machine men and women took to the air flying after Aeon who shockingly looked back to see at least fifty or so of the androids chasing him.

'The machine men weren't simple robots, they were actual humans with cybernetic implants' Aeon summarised before taking off leaving a trail of blue energy behind him.

The androids all pointed the palms of their hands at Aeon shooting beams of light at him. Aeon easily performed aerial manoeuvres such as rolling and spinning to avoid them.

'I don't know how powerful my teleporting abilities are but I have to try reaching that warehouse that Magneto told me to meet him' Aeon thought as he closed his eyes and began concentrating on the warehouse that Magneto showed him.

He put every detail into he thoughts picturing the exact image of it in his mind so that he didn't appear in any random warehouse. Opening his eyes Aeon's body began shining and he suddenly disappeared.

* * *

Ultimate managed to reach the exit without any difficulty but the face of hope that Angelica had turned to utter despair as when they reached the exit they saw that it was guarded. 

'Meteorite, a pissed off Abomination, an equally pissed off Venom, Gothica and his little toy, the worst excuse for a villain to have in a modern set fan fic Black lash, Paste pot Pete…I've got to try to stop laughing at that, the Hobgoblin they recently broke out again and of course Emma Frost' Ultimate listed them off.

Venom and Abomination were both slobbering foam across the floor itching to strike at the anti-hero. Meteorite's hand glowed while Trapster pointed his paste gun at Ultimate. Much to Ultimate's disgust Gothica was paying too much attention to kissing the grey She-hulk's neck. Angelica took a few steps back and Ultimate looked at her trembling form from the corner of his eye.

"Now Firestar be a good girl and walk back to your cell otherwise I'll show you what your parents really think of you again" Emma said as her eyes glowed a blue colour.

Angelica (who Ultimate guessed had the codename Firestar) stayed absolutely still, except for her trembling lips and legs. Emma shrugged her shoulders as Angelica fell to the floor clutching her head with tears in her eyes.

"It's too bad that second skin around your head stops me from reaching into your mind, because mental punishment would have been nothing compared to the physical torture you'll endure for killing Hypnotia Ultimate" Emma grinned at Ultimate.

Inside Angelica's head Emma's astral form laughed as Firestar was reduced to screaming for her to stop. Around Angelica was the countless people she knew that had discovered she was a mutant, her upper class family insulted her very name referring to her as garbage and scum while others merely yelled for her to go away.

"WHY DON'T YOU JUST DIE!!" One boy yelled.

"You've never cried this much before Angey, maybe it's because of how close you were to escaping, well get used to it my student because when I'm done with you you'll be just like me" Emma laughed.

"I much prefer the snivelling mess now than the cowardly witch you are" Emma widened her eyes in shock as Ultimate's voice echoed inside Angelica's mind.

But before she knew it Emma was know alone in her own mind, an empty white void where she was all-alone. Then suddenly her surroundings changed and Emma now stood in a classroom. Multiple men and women suddenly appeared around her, their faces were void of any emotion and they were wearing red clothing.

"You like using people don't you Frost?" Emma froze as Cade whispered into her ear.

Cade was dressed in simple black clothing with a U on the chest of his shirt. He paced around the room patting some of the emotionless victims of Emma's evil.

"You used countless people as toys, you even drove your own brother to suicide when your telepathic abilities arose, just so you could get simple billions from your father who valued you more than your two sisters, but even with riches you weren't happy were you, you decided to pass on your evil ways to others so you became a teacher, Finding a young telepathic student you seduced him, he fell in love with you and you felt nothing but enjoyment that your plan was working and you had your own little toy, but then he rejected your ways in favour of what his father taught him. So you ratted him out to a group of mutant haters and his life was ruined, by the person he still loved and so he became bitter" Ultimate explained as the victims began closing in on her. "Some predators enjoy the thrill of the hunt, but you're no predator, words can never be used to describe you. Some people call mutants witch breed, that could be one thing you truly are"

Emma screamed as she was suddenly tied to a pole with burning hay beneath her. While the victims cheered in joy Ultimate remained emotionless.

"Think very carefully Frost" he growled "Because it'll happen to you someday unless you change, you'll burn in hell and everyday you'll cry like Angelica, but of course you could avoid this. Which is why I want you TO THINK ABOUT YOUR LIFE AND MAKE A CHOICE THAT WILL CHANGE EVERYTHING LIKE THE CHOICE I MADE!!!"

Emma screamed and fell onto the floor inside the base.

"I don't understand, you're not a telepath" Emma said in complete shock.

"No but I do have the psionic ability to turn the evils ones committed against them, I turned both your evil and your telepathy into a weapon, thanks for letting me borrow it for a while!"

Emma widened her eyes as the other villains around her started screaming and clutching their heads.

"Normally I don't approve of telepathy but in this case I'll copy it temporarily" Ultimate said as he walked towards the exit door followed by Angelica.

Baron Zemo saw what had happened and sliced the meeting table in half angered that with all the security Ultimate had managed to casually walk out of the Masters of evil's base.

* * *

Sven now stood in front of Magneto and Scarlet Witch dressed in his civilian clothing. He casually walked towards Magneto and gave him the disc. 

"On that you'll see everything you need to know about S.H.I.E.L.D.'s involvement in the Sentinel's as well as their ridiculous arrest of your people" Sven said.

"You mean our people" Magneto said.

"What do you mean?"

"Long ago I discovered an X gene with the Cerebro device we have, it was inactive but then it suddenly disappeared"

Sven was too shocked to speak; he had an X-gene what did this mean? Wanda walked towards him placing her hands on his shoulders and gripping them. She smiled innocently as Sven gave her a rare suspicious look.

"The information you've given us can help save mutants lives, just like you saved mine, and we can finally free my brother, for this I'd like to thank you" she pressed her lips against Sven's then stepped back after ten seconds of shock passed.

"Aeon you can still come with us if you want" Magneto offered.

"Thank you Magneto but I'm afraid something's up with S.H.I.E.L.D. and I think the first step towards finding out exactly what is going on is directly confronting Fury at the Triskelon!"

"If you ever need help just call the number that Wanda gave you"

Sven reached into his pocket and saw a slip of paper with a phone number on it. Wanda started waving her hands around creating a red portal.

"You have my solemn pledge that I will repay my debt to you as well as my respect, Sven Reilly you are a brave human just like your father" Magneto said as he walked through the portal.

Sven widened his eyes in shock at the mention of his father. Before he could run to the portal it disappeared and he looked down in disappointment.

'Father, what exactly was it that you did that gives you a connection to Magneto?' he wondered as he walked out of the warehouse leaving his old Aeon costume behind.

* * *

Fury sighed and signed one last piece of paper work that would hand over jurisdiction in the Aeon case to the SSA an agency designed with the specific purpose to track down renegade heroes. The General walked over to his scotch bottle and poured himself a glass. He typed into the frequency of the Avengers mansion and turned on his computer screen. Black widows face appeared on the screen. 

"Natasha I want you to leave Avengers mansion and Agent 13 will take over your work, you will go to the SSA and liase with them" Fury said and Widow nodded her head. Fury dropped his head in shame thinking of all the times Slade had saved his life, and now Nick had to sit back and let this team the Squadron Supreme arrest him like a criminal.

"The SSA have never failed a mission, Hyperion once killed an entire town of people in the Middle East without so much as batting an eyelash when he was ordered to, don't worry sir if Reilly's smart then he'll give up once Hyperion tells him how many people he's killed" Fury rubbed his eyes at Widow's words. 'Knowing Sven he'll fight to the end, and hopefully Hyperion will tear him apart' Black widow thought smiling on the inside.

"From this point Aeon is an enemy and will be hunted down!"

Next Chapter 10: The Heroes react part 1: Spider-man

* * *

Next few chapters includes solo action from some of Marvel's heroes including their reactions to Sven's rebellion against S.H.I.E.L.D. 


	9. The Heroes react part 1

Disclaimer: I dont own Marvel

* * *

Marvel Universe: Heroism

Chapter 10: The Heroes React part 1: Spider-man

Peter Parker had very little time at the moment. Right now he was running as fast as he could to Midtown high for his chemistry class with Dr Connors. The usual reason for his tardiness was Spider-man, though he couldn't exactly say that in front of the entire class. He arrived halfway through the lesson and as usual was laughed at by most of the occupants of the class apart from Mattie Franklin, his girlfriend Gwen Stacy and Kenny "Kong" McFarlane who had recently become part of the outsiders of the school. Kong used to hang out with the high schools quarterback Flash Thompson until Flash came out as a racist, after insulting a black student Flash received a well-deserved punch in the gut from Kong. Peter nervously walked to his chair that was positioned in between his girlfriend and his next-door neighbour Mary-Jane Watson. Gwen Stacy was a beautiful blonde haired girl who always showed a gentle smile, and Mary Jane was an equally as beautiful red haired girl who achieved good grades but knew how to have a good time. What surprised Peter the most was that Mary Jane was late as well. She arrived just few minutes after Peter and was given a detention by Connors. After the lesson, which like most science subjects Peter excelled in, the students left for their lockers to get their books for their next lesson.

"Maybe you should take a break" Gwen suddenly said as Peter removed his Literature text books from his locker.

"What was that Gwen?" Peter asked closing his locker.

"You should take a break from the Bugle, its clear running around the city taking pictures of Spider-man and any other hero that appears on the streets takes a toll on you" Gwen said.

"I need the money…though I don't need it that bad, I suppose a break would do me good" Peter said.

While he still had his responsibility as Spider-man Peter thought that he could always leave the city to Aeon and let Ben Reilly take over as spider-man for a while. Peter hadn't had any opportunity to take Gwen out ever since the dinner they had a few months back when Sven first started out. Though Gwen and Peter's love was strong Peter felt it was important for him not to neglect her. After their English Lit class the students of midtown high all gathered for lunch in the cafeteria. Peter collected his usual sandwich bag lunch and walked over to his group's table that included himself, Gwen, an African American teen by the name of Hobie Brown, Mattie Franklin and the new addition Kong. As Peter ate his lunch his eyes drifted to the teacher's table, he noticed one of the teachers was reading a newspaper. Peter thought he saw something about Aeon on the page, but he merely dismissed it as someone either praising or insulting Aeon's work.

"Hey did you guys hear about that attack on the Avengers mansion literally?" Kong asked.

"Yeah, apparently the Brotherhood attacked it, just after the Steel Spider was wounded too!" Hobie said.

"And they've added new members to the team too, too bad Spider-man isn't on the team" Mattie said.

"No way Spider-man's much cooler as a solo act" Kong said and Peter smirked as Kong and Mattie began a long winded argument about what was better, spider-man as an Avenger of spider-man as a solo hero.

"HEY KEEP IT DOWN!!" One of the students yelled.

Everyone turned his or her attention to the TV that had been out in the top corner of the cafeteria. Peter widened his eyes in shock as it showed a picture of Aeon on a mock wanted poster. The student that had yelled turned the volume up and Peter focused on the words that the reporter said intensively.

"We have confirmed rumours that yesterday the Avengers mansion was attacked by the newest costumed crime fighter Aeon, with us now is S.H.I.E.L.D. public relations manager Betty Ross, so Miss Ross what exactly was stolen from the mansion?"

"That's classified information but I can tell you that it was essential to the defence of our country from superhuman threats, I'll also say that thankfully none of the Avengers were injured and S.H.I.E.L.D is already doing everything it can to track him down, In just a few hours I'll be revealing Aeon's true identity so that the public can do their part in the search" Betty Ross explained.

The room remained silent, normally the high school students would pay little attention to the news on the TV, but since this was concerning an idol they paid more attention.

"This is Bull shit!" One student said.

"S.H.I.E.L.D.'s either made one idiotic mistake or they've just turned Aeon into a villain deliberately" Kong said and half of the student body got up off their seats and began arguing amongst themselves.

"S.H.I.E.L.D wouldn't accuse Aeon of this without proof and reason"

"He's a hero he'd never do this!"

"Yeah this must be some kind of set up"

Peter listened intently to what others spoke, all the while thinking about the times that Aeon had helped him out. He knew that Aeon wouldn't have stolen S.H.I.E.L.D. data unless it saved lives. Then he thought of the times he had talked with his clone Ben Reilly, who had been allied with Shang-Chi at one point. Ben told him what Shang-Chi had told him, that something was wrong with S.H.I.E.L.D. a flaw that the people who thought they were in control, like Fury were merely pawns to someone higher who had his own agenda.

'Revealing his identity to the world, oh my god they might as well be declaring a public execution for his family' Peter thought as he realised exactly what Ross was going to do today.

The outcast slowly rose off his chair and put his hand up catching the attention of students and teachers alike. Suddenly Peter jumped onto the table and put his plan into action.

"I know you guys probably don't care about my opinion but here it goes, S.H.I.E.L.D. might as well be declaring a public execution by revealing Aeon's identity, not just for him but for anyone close to him, his family included!" Peter began and some of the students widened their eyes as they realised the logic in his words, "Some of you might be curious to know who he is, but think about this, the amount of people whose lives he's saved and the countless plots he's stopped, and no ones ever repaid those debts, he's only been able to save lives and fight villains because his identity is a secret" Several students nodded at Peter's words.

"Who here has been saved by Aeon, or knows someone that was saved by him?" Mary Jane asked raising her hand to signal that the hero had saved her life.

"He ran into a fire to save my cousin, she was just two years old and not only did he carry her out of the fire, he also CPR so she could breathe" One of the jocks said.

"My mom would have been raped or worse if not for Aeon kicking the street thugs asses" Hobie said.

"One time I ate dinner with my uncle and aunt at a revolving restaurant, when the Hob Goblin attacked it looking to kill my uncle Aeon ignored the Goblin so he could get the people to safety" Mattie said.

"I was caught in the middle of a fight between the Avengers and the Rhino, when a ton of rubble came falling down towards me and a few other civilians, it was Aeon who got us out of the way" One student Michael Morbius said.

"When my daughter was kidnapped by that psycho Cletus Cassidy Aeon saved her life, waited with her not only for the police but for myself and her mother to arrive, and then at the end when a load of people started cursing him and yelling that it was his fault because of something the idiots from the papers said, he ignored the comments so that he could pat my daughter on the shoulder and tell her that everything was going to be ok" This time the story came from the principal and all were shocked by his words.

They remembered well the Cletus Cassidy case, the psychotic murderer kidnapped children and adults alike. He would torture them with all manner of surgical equipment, the women he would rape. But Aeon stopped him before he could kill his youngest victim at five. But some papers accused Aeon of being an accomplice of Cassidy's.

Peter nodded his head in respect to those who shared their stories with him and then spoke up "Aeon will continue saving lives with our help, the Bugle cant reveal anything if we block up their reporting room" he said and the students all nodded.

With a cheer the students of midtown high and some of the teachers left the school and began a march into the city towards the Daily Bugle building. The reporter Phil Urich noticed the hundreds of students walking out of their schools, he had seen the news report and he only needed to put two and two together to realise what was going on. He took out his note pad and began writing.

_A debt paid and a secret kept, Thank you Aeon!_

He smiled to himself as he did what he liked, writing. The students of mid town high weren't the only ones to protest, police officers, firemen and anyone else who had been saved or had seen Aeon save a life or beat down a villain. They all stood outside chanting three words.

"KEEP THE SECRET! KEEP THE SECRET! KEEP THE SECRET!"

Jameson looked down at the crowd from his office, he shook his head for he couldn't bring himself to do this.

'They were right' he realised, Ross hadn't told him and at this point he didn't want to know the secret behind Aeon's mask/helmet.

Similar conflicted thoughts ran through Betty's head as she saw Peter and his group storm the camera room. She knew Peter's identity as Spider-man and she saw the point he bought up, but she had orders. Much to her surprise however Fury called her and told her to ditch the plan. The woman smiled to herself knowing how much Nick respected Sven and so desperately wanted to repay the debts he owed Slade. This was his way of paying back.

Later that day Peter's triumphant crew took a trip to Coney Island. Peter smiled as he watched Kong win at target shooting and Mattie and Gwen both discuss whether they should ruin their figures for Candy floss. A boy in a blue coat and hood suddenly bumped past him.

"Thank you!" He heard the boy say.

Peter looked around, but Sven had already disappeared into the crowd. He smiled as he walked back to his friends, tonight he would take a break, he would spend time with his girl friend without worrying about the city. For tonight the city was in good hands, cause a true hero watched over it.

Next Chapter 11: The Heroes React part 2: Shang-Chi and Echo

* * *


	10. The Heroes react part 2

Disclaimer: I dont own Marvel

* * *

Marvel Universe: Heroism

Chapter 11: The Heroes react part 2: Shang-Chi and Echo

Tokyo the capital of Japan, and also the home of Shang-Chi and Maya Lopez. After the battle in New York the two lovers moved to Japan in order to get away from super heroics and to also work on their relationship. Over the last few months they lived peaceful, normal lives in a first class hotel. Shang did what he usually did in the morning, train in the dojo while Maya put on her dressing gown and sat on the coach watching the giant wide screen TV. Maya yawned as she saw the usual programmes that she had grown bored with in the first week. A minute passed and Shang walked into the room shirtless with a towel across his neck. He looked towards Maya and saw her watching Digimon repeats with subtitles.

'She's likes her anime, just like Sven' he thought back to the friends he still kept in touch with.

Though he hadn't heard from his friend in a while Shang wasn't worried, he had learned during the battle in New York that Sven wasn't Naïve or weak, but was more than capable of defeating even the strongest of villains. Shang decided to check his email for any new letters from Sven. When he logged onto the page Shang-Chi widened his eyes in shock. There wasn't one message or two, but ten!

_S.H.I.E.L.D. has declared Sven a fugitive, they've kept stuff secret but it might be related to the Aeon project!_

_Strange_

_Sven broke into the Avengers mansion and stole something from the computer, his power seemed to have evolved as well, did your powers develop in anyway? S.H.I.E.L.D. left the situation in the hands of some agency called SSA; we could really use your help here._

_John_

_Have you watched the news recently, Aeon's been named a fugitive and Sven's missing, do you know anything about this?_

_Tito_

They were all messages from school friends and Shang's allies in the Defenders concerning Aeon. Shang rubbed his face and blinked when another message came through.

_As you know things aren't what they appear to be in S.H.I.E.L.D. the SSA is the Squadron Supreme, beware Hyperion, Aeon will need help_

_Silly Read _

Shang looked at the message in confusion; he didn't know anyone who would put something like Silly Read on his or her computer. Entering one of the search sites Shang-Chi typed in the word Hyperion and found several links connected to rumoured sightings of an apparent super soldier during the Wakandan war. Then he searched for anything about the Squadron Supreme but found again sites about a rumoured black ops unit in the Wakandan war.

"The remains of Wakandan tribes were found with either their necks broken or melted!" Shang-Chi read out load.

"Gruesome!" Maya said and Shang-Chi only just noticed that his girlfriend was standing beside him.

Shang-chi stood up and faced Maya who read his lips as he spoke "Sven's been called a fugitive by S.H.I.E.L.D. and this Squadron Supreme has been sent to bring him in, or judging by these reports I'd say they're going to kill him" Shang said and Maya gasped. "I know we came here to get away from this but I cant just let Sven face this alone"

"I know Shang!" Maya said smiling "We'd better get going, we've got a lot to pack!"

Maya walked over to the wardrobe and opened it to reveal her Ronin costume, the costume she wore with Moon knights permission in order to conceal her identity and gender when she fought against the Kingpin. She smiled as she threw the costume to Shang who looked at the mask curiously.

"I don't think Spector will mind a third person wearing it" Maya said.

"And whose that gonna be?" Shang-Chi asked with a smile on his face.

* * *

Days later in New York a common group of criminals working for the Kingpin gathered in a warehouse.

"With all this business with Aeon the police have put less effort into their sting operations and raids, the Kingpin sees this as the perfect opportunity for us to resume our dealings on the west side" One of the thugs explained to the group.

Suddenly a black figure dropped down onto the table. Before the eleven thugs could react the figure took out two Nanchaku and began swinging them around hitting some of the thugs across the head. One of the thugs removed a taser from his pocket. Before he could fire it the figure threw Kunai's at the man pinning him to the wall. The other thugs took out knives and crowbars and charged at their attacker. Thugs were thrown out of windows and bones were broken. At the end of it all the only conscious thug, the one that had been pinned to the wall looked at the attacker. He recognized the black suit, the green and gold armour and the black mask. Ronin picked the man up off the floor and whispered into his ear.

"Tell the Kingpin that his business isn't going to be speeding up anytime soon"

Hours later in the abandoned theatre that was the occasional base of the Defenders, the old members started to gather. Dr Strange, Ben Reilly the last surviving Scarlet Spider brother, Tarantula, Spider-woman, The Punisher, Moon Knight and finally Ronin.

"Maya told us about your plan, the way I see it we should be doing everything we can to help Aeon, and doing what we've always done isn't one of them" Punisher said before beginning his walk towards the exit.

"The worlds been quiet lately so I'll definitely help beat down the Kingpins thugs" Jessica said and Miguel nodded his head in agreement.

"But surely there is more we can do than just lessening the load of thugs on Aeon so he can concentrate on finding out what the government is up to" Strange said.

"When the time comes we support him in his fight against this Squadron Supreme" Ronin said in a monotone.

The Defenders each nodded their heads and separated, the plan was simple, beat up the Kingpins thugs so that Aeon could concentrate on his plans for S.H.I.E.L.D.

Next Chapter 12: The Heroes React Part 3: US Agent

* * *


	11. The Heroes react part 3

Disclaimer: I dont own Marvel

* * *

Marvel Universe: Heroism

Chapter 12: The Heroes React Part 3: US Agent

John Walker could hardly believe his dumb luck. He didn't have to track down his rebellious friend, he didn't have to cuff him, bring him to the Triskelon and take away his powers. None of the Avengers except Black Widow had to track him. Spider-woman left the team too, unlike the Widow she wasn't replaced by a S.H.I.E.L.D. agent. Sharon Carter was a far better Liaison between the two organisations. Despite the improvements John couldn't stop thinking about his friends insubordination. What was it that he stole? Why did he steal it? Questions like those were all that ran through US Agent's head even as he sparred with Hawkeye. For probably the tenth time today US Agent was thrown to the floor by his martial arts instructor.

"You've got less aggression in your punches, what happened to your usual flare?" Clint asked.

"Nothing!" John said.

"Maybe Aeon took it with him" Hawkeye muttered.

US Agent lowered his head and thought for a moment before he got up off the floor and drew himself into a fighting stance. Hawkeye lunged at US Agent attempting to punch him. US Agent looked at Hawkeye's movements and recognised it as a confusing fake punch switch manoeuvre. Hawkeye would move to punch his opponent, moving his left arm in a manner that said he was going to instead punch his opponent with that arm. Instead of connecting his left arm with his opponents face, Hawkeye would punch his opponent in the gut. US Agent waited and at the right moment chopped Hawkeye across the neck, breaking his concentration. Then US Agent grabbed Hawkeye's right arm and readied his left hand to press it into his opponent's wrist. However Hawkeye spun round slipping out of US Agent's grip and kicking him in the chest sending him flying towards the ground. But US Agent landed on his hands and thrust his feet into Hawkeye's chest. Hawkeye quickly recovered, grabbing the teenager's legs he threw him over his shoulder, chin first onto the floor.

"You know once when Mockingbird and I where on break we caught Natasha talking to herself after a talk with Aeon, I believe she called him a "Naïve fool who should do everyone a favour and die so people can learn not to be like him" you know at first I didn't agree with her but with what he's doing now I couldn't agree more" Hawkeye said hiding a smirk as US Agent grinded his teeth together.

John jumped up off the floor and ran at Hawkeye, he blocked one punch but was struck from his side with a kick. But US Agent let Hawkeye kick him so that he could grab his leg. Gathering up all his strength US Agent began to spin around; when he gained enough momentum he threw Hawkeye to the ground. Then John took a running start and skid across the floor kicking Hawkeye in the chest.

"Good job, and I was only trying to get you to fight seriously, I would never agree with anything that witch says" Hawkeye said grabbing a towel and wiping the sweat off his face.

He threw the towel to John who took off his mask and wiped his sweat off as well.

"I had the feeling that was what you were trying to do" John said before he paused to sigh "Just hearing the insults that woman came out with, it sickens me knowing how ungrateful people are"

"Yeah I think I like Agent Carter better, sure she may not be as good looking as Natasha and her military attitude can get on your nerves but when she was off duty she sure knew how to have a good time, she even got the old stiff Cap to dance with her…plus that S.H.I.E.L.D. uniform leaves little to the imagination" Hawkeye explained and John shook his head at Hawkeye's comment.

"I thought you were already with Mockingbird" John smirked.

"Hey she checks out Cap more than I check out any other woman" Hawkeye laughed and John joined in.

Both US Agent and Hawkeye left the subbasement for the kitchen, where they saw Tony drinking and Jennifer wearing her street clothes and pouring a few cups of coffee. John removed his mask and walked up to Jennifer, kissing her on the cheek before taking one of the cups she made.

"I suppose you guys don't have to worry about the 15 year age difference…5 years old as he's already drinking coffee" Tony slurred and hiccupped.

Both Jen and John shook their heads at Tony's drunken antics as they walked to the living room. For once Deadpool wasn't there watching the TV, considering Aeon trashed the old one. Jennifer smiled as she drew John towards the coach; she pushed him on then crawled onto his chest. The two lovers squeezed each other's hands as they kissed each other. Jennifer's skin began to change to a bright green colour, her hair grew longer and changed to a darker green, her muscles expanded and she also grew taller and much heavier as John groaned. John took the pain as he wrapped his arms around She-Hulks waist and she wrapped her arms around his neck deepening their simple pecks into a full on tongue on tongue kiss.

"Jennifer wait!" John said as the two separated their lips.

"I know your in pain, but I want to help you" She-Hulk said and despite John's objection she resumed the kiss.

John tried with all his might to push the woman off him, but she was too strong and heavy. She-Hulk felt a grip on her shoulder and much to her surprise she was lifted off of John by Steve.

"You know some of us actually want to watch TV in here" Steve said and John half smiled for Steve still didn't approve of their relationship altogether let alone what they got up to in the mansion.

She-Hulk sighed and gave John one final kiss "I'll see you in my room later" she whispered and giggled as she walked out of the room.

"Are you ok?" Steve asked.

John sighed, he couldn't keep anything from Steve "She said that she wanted to help me, I guess keeping my mind on our relationship and away from thoughts of Aeon is her way of helping, its like when she transforms she becomes a completely different person" he said rubbing his eyes.

"I know its hard John but as of the moment Aeon stole the computer data he became a criminal" Steve said.

"But what if there was something going on that you didn't agree with, despite the laws you might break wouldn't you take a stand against it?" John asked.

"No!" Steve replied simply.

"Bull! Of course you would and don't tell yourself you wouldn't because I know that if something went against freedom and independence, the ideals that the flag stand for then you would surely do something about it" John snapped and walked to the door "Sven would always aim to do the right thing, and I'm not just talking about what people think is the right thing but what people know is the right thing, ask yourself this Steve why is S.H.I.E.L.D. keeping it all under wraps unless it was something they knew the public would go on riots about"

John banged his fist against the wall as he began his walk to Jennifer's room. He walked into the room and saw that Jennifer's bathroom door was closed.

"Jennifer we really need to have a talk" John said.

"Just a second" he heard She-Hulk's playful voice behind the door.

The door creaked open and John widened his eyes in surprise. She-Hulk was dressed in a white corset and a sleeveless white dinner jacket; she also had on a pair of white high heels and shirt cuffs. John remained still as She-Hulk walked towards him and ran her hand across his chest to the seem of his shirt.

"Look Jennifer this isn't helping, didn't you realise I didn't want what happened back there?" John asked her.

"Then tell me John what can I She-Hulk the sexiest woman on the planet do to help!" She-Hulk asked playfully.

"I don't know, maybe give me a great motivational speech that'll inspire me to do something!"

"Your dad!"

"Never so much as tells me to do my homework and Cap's with Fury on this one"

"Then isn't it about time you asked your father to actually give you some advice like fathers are supposed to?" She-Hulk asked with a serious expression on her face.

John lowered his head and thought for a moment, his father had been a soldier until the Wakandan war; he hadn't done so much as sit inside watching TV. Maybe it was about time for his father to actually motivate him. A smile crossed John's lips as he removed his gloves and slowly his shirt.

"There's no point in your hard work going to waste" John said.

After a passionate few hours John walked home. Much to John's surprise he noticed a hooded man walking out of the apartment. They traded quick glances before John walked on.

"Hey dad who was that guy?" John asked his father as he walked into the living room.

As usual John's father was watching news reports on the TV. The man ignored his son's question.

"A proud but worried father, seeking an old soldiers advice" Mr Walker said.

"Father let me ask you something, if you were ordered to do something that stood against your morals, as a soldier would you do it?" John asked.

Mr Walker turned around on his wheelchair and looked his son in the eyes with a solemn expression on his face.

"Let me tell you an old story from the Wakandan war, during the final battles of the war my unit fought a enemy that wasn't the Wakandan's and due to a certain CIA operative deeming that incident classified I can not specify who that enemy was, except for they were threats to both Wakanda and the UN, no they were a threat to the planet. As you know I lost my legs in the war, this was that battle, the final battle of the war, wounded soldiers were abandoned, and despite orders a masked man known only as Soldier defied orders so he could come and get us, I still remember the calmness he portrayed as he lifted me onto his shoulders and put me on the stolen transport truck, at first I thought he wasn't willing to lose anymore good men, there wasn't that many wounded UN soldiers, however much to everyone's surprise he picked up the wounded Wakandan soldiers, drove into the nearest Wakandan outpost and dropped their wounded off there before he went back to the military base, a soldiers duty is to defend the nation by killing enemies, but he showed kindness to the Wakandan's, he fought the true enemy and damned the orders because "the hardest thing to do is sometimes the right thing to do" that's what Soldier said when he went to battle" John remained speechless as his father told him things he kept bottled up inside. "You want my advice son, make a choice and don't regret it, do what you know is right as I'm sure Sven did!"

Mr Walker turned back towards the TV while John nodded his head. John walked out of the apartment and across the city to the old theatre where the Defenders used to meet. He pulled off one of the loose floorboards and reached his hands in pulling out a stolen piece of S.H.I.E.L.D. equipment. A Patton that could switch between either a taser mode or a mode where it would generate a laser blade, a jetpack that had been painted with US Agent's colours and a riot helmet with a star on the forehead. When the time came US Agent would help Aeon.

Next Chapter 13: The Heroes react part 4: Captain America and Nick Fury

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	12. The Heroes react part 4

Disclaimer: I dont own Marvel

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Marvel Universe: Heroism

Chapter 13: The Heroes react part 4: Captain America and Nick Fury

Steve thought he knew what he was capable of, but after a rather heated discussion with John he started to reconsider what it was he was fighting for. His country, or was it what he thought his country should stand for, or was he just being another average American soldier following orders regardless of the consequences and what the higher ups are intending to do. Steve walked to his room and put on his costume, he decided now more than ever was the time he should see Fury about this whole situation. As he put on his cowl he heard his computer beep, he had just received an email message.

_Come to warehouse number two at the docks alone!_

_Silly Read_

Cap blinked at the message in confusion then decided he would at least check it out. He knew that this SSA didn't have the resources to track and bring down Aeon in one day. Steve passed Jennifer's room to hear her screaming, he shook his head realising that John and Jennifer must have made up. Because of his old fashioned values he didn't approve of their relationship mostly because John was still a minor. But Cap left them be and decided to travel to the docks where he saw a two painted onto one of the abandoned warehouses. He walked inside and examined the area. There was little lighting; the room was damp and empty apart from the hooded man standing in the middle.

"Captain America…wow sorry its just such an honour" The man said, his voice was calm and gentle, he was probably in his late thirties.

"Why did you call me out here son?" Cap asked softly.

"Well Cap…I can call you cap right? Anyway I was wondering what you were intending to do about S.H.I.E.L.D.?"

Cap looked at the man in confusion, the way he spoke and moved his arms was similar if not just like Sven.

"Sven is that you?" Cap asked.

"Sven…is that Aeon's real name, well no unless he suddenly had a growth spurt…why do I sound like him? Oh forget it I just called you here so I could tell you something that Aeon only suspects, Fury isn't actually in charge of S.H.I.E.L.D."

Steve widened his eyes in surprise at the man's words "What are you talking about?" he asked the hooded man sternly.

"You see the true leaders of S.H.I.E.L.D. have their own agenda, the data that Aeon stole had something to do with their plans against mutants, but that's only one piece of the pie, they have something planned for the whole world" the man explained and Steve listened to every word he said "Even the Supreme Squadron that's been put in charge of catching Aeon is an unwilling pawn of the true leaders of S.H.I.E.L.D. I don't know much myself but I do know they've been scheming since the Wakandan war" the man explained.

"How do you know this stuff?"

"Project Aeon!" The man simply said before he walked past Cap and out of the warehouse.

Cap followed him outside to see him looking up at the sky. The wind blew off his hood revealing his sandy blonde hair and Steve noticed that from the back the man seemed oddly similar to Sven. Before Cap could say anything else the man disappeared in a flash of blue light. Captain America considered the man's words carefully as he walked to the Triskelon. He saluted the S.H.I.E.L.D. agents he would occasionally pass in the corridor.

"General Fury will see you now Captain!" Fury's secretary said and ushered Cap into the office.

"General Fury sir, I must discuss Aeon with you!" Cap said saluting the General.

Fury had his scotch bottle out and had no doubt been drinking judging from his scruffy clothes. He had buried himself in work to get his mind off of Sven.

"It's out of my hands now Captain, the SSA's black ops unit is dealing with him now" Fury said.

"It's not about dropping the search, I just want to know what it was he stole, I heard that it was data on S.H.I.E.L.D. development on a project to deal with mutation"

"And who told you that?" Fury asked for that had drawn his attention.

"No one who I can describe, I was also told of something called Project Aeon and how you're not really in charge of S.H.I.E.L.D." Cap said narrowing his eyes.

"Project Aeon, that's an urban legend within S.H.I.E.L.D. a simple story to impress new recruits" Fury scoffed "And as for me not being in charge that's bull I know what the data on the disc was, in every detail I know what it was, it was a simple government wide training program where all mutants would be trained in how to use and hide their powers"

"I highly doubt it was something like that otherwise Aeon wouldn't have stolen the data and given it to Magneto!"

"As for who the Squadron supreme is I have no idea other than that they were active as a black ops unit during the Wakandan war" Fury said.

"Well thank you for the information Fury, despite how little it was!" Cap said.

Captain America walked out of the office without saluting the General. Suddenly Nick 's computer beeped for he had received an email message with a file attached to it.

Look at this and decide whether or not this is the right thing to do with mutants

_Aeon_

Fury opened the folder and was shocked by what he read, it wasn't a training programme any more, it had been changed into a plan for genocide. Cap too decided to do some investigating of his own.

"Excuse me young man, may I use your pocket computer?" Cap asked politely.

"Sure thing Captain!" The young agent said and gave Cap his PDA.

Captain America connected the computer to his communicator and contacted Deadpool.

"Deadpool can you get Weasel to hack into S.H.I.E.L.D. files without anyone knowing?"

"Well he is still recovering from when I stabbed him in the leg!"

"Why did you do that?"

"He stole the last Cheesy Puff!"

"Your insane, just get him to do it"

"All right!"

Weasel, the friend and sidekick of Deadpool logged onto his computer and began hacking into the files. What they found shocked even Deadpool.

"What can you tell me about the Supreme Squadron?" Cap asked.

"They were a black ops unit, super humans apparently, not only did they fight in the Wakandan wars but they also hunt down any Super humans that openly oppose S.H.I.E.L.D. you should see the kill count for this guy Hyperion, 300 Wakandan soldiers and peasants, 500 suspected civilian terrorists in Afghanistan and 20 super humans"

"Tell me about the members"

"I've only got details on Hyperion and Power Princess, lets see Power Princess is as old as the World Wars, however she maintains her youth by draining the life force from others, she also has quite a big kill record including 150 American citizens, Hyperion is kept in stasis because he's so powerful that if he spends too long out on the field he could go insane, plus there is no known way to defeat him, out of the 41 super human hunting missions that they've been on only one person survived, a guy called Soldier who isn't even a super human and he managed to beat Power Princess and even Hyperion"

"So Sven might stand a chance?"

"This Soldier guy used considerably brutal and ruthless tactics, Sven hasn't even stolen from the candy store" Deadpool said.

"Oh god, Sven! Weasel search for any details about project Aeon!"

"Yeah there's a file here, it's a super soldier project, much like the Weapon X project that gave Deadpool his healing factor"

"Any other details such as what kind of experiments were going on?" Cap asked.

"I tried going into those details but apparently the files were deleted, hang on a sec there is a report on the project being a failure because of a leak in information, a terrorist group attacked the facility, there's no reports on anyone being dead"

"LMD's!" Deadpool said in a serious voice for once.

"Good job Weasel, now can you look into what happened to the Mandarin's soldiers and rings?" Captain America asked.

"Yep just give me one second…hey wait my access was cut off, Cap what happened?" Weasel asked.

"Deadpool…Weasel…you two should get as far away from your apartment as possible and hide" Captain America said as he deactivated the computer and the communicator.

He slowly turned around as he heard the clicking of guns. Captain America was surrounded, not by S.H.I.E.L.D. agents but by men dressed in black body armour and riot helmets. They were carrying small plastic rifles that were probably holding tranquillisers.

"Guns down men!" Cap said firmly.

"I'm afraid they don't take orders from you Captain!" a voice said from the squad.

The Twenty armoured soldiers shifted along so that a man dressed in a blue business suit could walk through

"They take orders from me, the true leader of S.H.I.E.L.D. and the last of the Illuminate" the man said. "I'm afraid you've been digging in too much to our business Captain America, but don't worry we wont leave the world without a super soldier!"

Steve widened his eyes in shock as another stepped out of the crowd. It was himself, only dressed in a much darker costume, and his skin was pale. The true Captain America struck first throwing his shield. Using the device on his wrist he had immediately planned the shields flight path. The soldiers fired their guns unaware of the shield flying around them. Cap ran and rolled to avoid the tranquilliser darts. The shield flew into the back of the soldiers and Steve ran for them. He grabbed one's arm and elbowed him in the head, then he tripped him onto the floor. Next Cap grabbed his shield hitting two soldiers across their heads. He then drove the palm of his hand through the glass of one of the soldiers riot helmets. Much to the surprise of Cap it wasn't a mans face that looked back at him, nor was it a woman's. Shaking his shock away Cap ducked as tranquillisers flew at him. He used his shield to block the other shots as he ran through the corridors of the Triskelon. His plan was simple, reach the hanger and get out of there. As Cap got closer and closer towards the hanger he ran into multiple S.H.I.E.L.D. agents.

"GET OUT OF THE WAY I DON'T WANT TO HURT YOU!!" Cap yelled but the agents weren't swayed.

Suddenly a canister was dropped onto the floor. Smoke sprayed out of the canister. Cap stopped until he felt a grip on his shoulder.

"Move forward soldier!" Cap smiled as he heard Fury's voice.

Both soldiers ran through the guards and into the hanger. The S.H.I.E.L.D. agents guarding the jets all looked in awe as Captain America and Nicholas Fury ran towards them. This moment of hesitation was all Cap and Fury needed. Fury and Cap punched and threw their way through the agents. Cap threw his shield pushing away a line of soldiers. Fury jumped onto the jet and began prepping it for launch.

"CAP HURRY UP!" Nick yelled.

"YOU GO I WANT TO GET A LOOK AT SOMETHING!" Cap yelled back.

Fury cursed but followed the old soldiers orders. The jet flew out of the hanger just as the armoured soldiers ran through the door.

"DON'T JUST STAND THERE MEN SHOOT HIM!!" One of the men yelled at the agents.

Steve threw his shield into the black clad soldiers and ran towards them. He punched and kicked until he knocked one of the men's helmets off. Cap nodded for he had just confirmed what he was wondering. The soldiers fired their guns as Cap began back flipping towards the edge of the hanger. His shield returned to his arm and Cap rolled in midair before he jumped off of the hanger.

"JESUS CHRIST!!" A pilot yelled as Cap drove his fist through the glass of his cockpit.

"Keep flying son and watch that potty mouth!" Steve said gripping the glass of the cockpit.

The leader of the Illuminate walked towards the edge of the hanger and growled. For a split second the agents around him thought that they saw three lines appear on his chin.

Much later that day Nicholas Fury and Steve Rogers were declared fugitives. The two soldiers met up at one of S.H.I.E.L.D's safe houses, which only Fury knew the locations of. Nick no longer wore his uniform but instead a pair of black trousers with a shirt and jacket. Fury typed into the screen and came up with a list of names and photos. It was an Avengers team to fight back against the Illuminate and S.H.I.E.L.D.

**Deadpool **

**Wyatt Wingfoot **

**Wolverine **

**Falcon **

**Nova **

**Darkhawk**

**Thor**

**Captain Marvel**

**Spider-man**

**Starlord**

**Baron Von Blitzschlag**

"Falcon and Spider-man because we can trust them the most, Thor also because of trust and his power, the Baron for his intellect, Wyatt as a pilot, Wolverine and Deadpool for their healing factors, Darkhawk because of his skill and the rest because of their experience in space" Cap explained.

"Why do we need people who have been in space?" Fury asked curiously.

"You know those soldiers in the black armour back there?"

"Yeah what about them?"

"They were Skrulls, I think that the Illuminate are actually a Skrull invasion force"

Next Chapter 14: Ultimate: Rebelling

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**Read and review thanks


	13. Rebelling

Disclaimer: i dont own Marvel

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Marvel Universe: Heroism

Chapter 13: Ultimate: Rebelling

The annoying thing about rebelling against a system if of course the hassle you get of authorities tracking you down. This system I'm talking about is of course the villains and the authorities are the group that Zemo has sent after me. The Beetle, not Jenkins but some guy using an upgraded, almost tank like suit. Meteorite, again not the original, she's an African girl uses a slightly different costume from Sofen's; instead of the old gravity manipulation she uses a force field and flight. Citizen V, he looks more like a hero than a villain, so I wonder what he's doing taking orders from Zemo? Fixer's the tech expert, uses a backpack full of equipment. Smuggler, I think he's a teleporter. I had managed to reach an old apartment for criminals where I kept Iron Fist and Luke Cage. The girl wanted to come with me when I said I was going out to fight this strike team. I powered up into my new form and went out there to kick some ass. Of course they were all a lot more powerful than I thought, but that was only because something had been distracting me. It was actually the member who I couldn't see; Scream, some sonic entity that was attacking my ears directly. And now I'm the one getting his ass kicked!

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Ultimate kneeled down on the floor, clutching his ears and growling in pain. The members of Zemo's own strike force were gathered around him. Citizen V drew his scimitar and pointed the blade under the tip of Ultimate's chin. Angelica watched from the window of the apartment, Iron Fist and Luke Cage were laid out on the bed still comatose. The girl wasn't the only one watching the situation, others in the apartments beside them looked on as well as two policemen that were waiting for back up.

"Get the girl now!" Citizen V said to Smuggler who nodded his head.

Smuggler flew towards the apartment and phased through the window. Angelica ran towards the door but not before blasting Smuggler with her firepowers. The fire merely passed straight through the man and set a fire on the cabinet positioned beside the window.

'Jones!' Ultimate thought as Meteorite punched him across the side of the face.

Citizen V thrust his sword towards Ultimate. Suddenly the anti-hero slid one of his blades out and blocked the strike. Ultimate smirked for his plan had worked, plugging his ears with his second skin effectively made him temporarily deaf. Scream revealed its true form, a being of pure sonic energy. All those around him clutched their ears in pain and Ultimate felt the second skin around his ears begin to crack. Ultimate stretched his hand out and formed a barrier around Scream. The sonic entity looked around and formed a panicked expression as it noticed that its prison began to get smaller. Ultimate's expression remained emotionless as he crushed the entity known as Scream. Then a sadistic smile stretched across his face as the Swat team had arrived. The mimic markings on Ultimate's armour glowed a black colour as the police fired their assault rifles, the guns merely phased straight through him while they bounced off of the armour, and swords and barriers of the members of Zemo's strike force. Ultimate flew and phased through the apartment, just as Smuggler was about to grab Angelica Ultimate gripped his shoulder.

"Your powers that I've mimicked have allowed me to negate your own dark force manipulation, which means I can touch you!" Ultimate whispered into Smugglers ear.

Ultimate threw Smuggler out of the apartment and flew after him. Smuggler recovered in midair, but he was too late to react to Ultimate. Blood dripped onto Fixer's head, the villain looked up and gasped at the sight of Smuggler impaled on Ultimate's wrist blade. Fixer quickly activated the rocket launchers built into his backpack. The missiles shot out of the pack vertically, one struck Ultimate in the back while the others rained down on the Swat team.

"Quit toying with him, kill him for betraying the Baron!" Citizen V said.

Meteorite smiled as she flew at Ultimate. The women punched Ultimate across the side of the face and blocked one of his sword swipes with her barrier. Fixer fired his missiles and the beam pistol he kept on his belt. Missiles and beams slammed into Ultimate's back and chest. Parts of his second skin began to crack but that didn't stop him as he fired at fixer and Citizen V with his energy blasts. The red energy slammed into the ground as the villains rolled around to dodge the blasts. Beetle took flight into the air and slammed his gigantic fist into Ultimate, seemingly crushing him against the wall of the apartment complex. Angelica looked out of the window and screamed and the sight of the Beetle with its fist against the wall, knowing well that Ultimate had probably been squashed. Suddenly a part of the wall began to melt away, and so did the Beetle's fist. Fixer, Citizen V and Meteorite looked in horror as the Beetle's fist fell off revealing Ultimate. A pair of fiery bat like wings had sprung out of Ultimate's back, a plate had slit out of his helmet to cover his mouth and chin while his hair was also burning and his armour had become a fiercer shade of red. The pilot of the Beetle tank gasped as his systems began to overheat. Sweat ran across the faces of all those present as Ultimate roared.

'The flames are so hot that they've melted my armours movement joints' the pilot thought as he tried to move the armour with little success.

"The police will deal with you later, and they'll pick up what's left of your friends" Ultimate said as his blades glowed red.

Suddenly before anyone could react Ultimate flew like a rocket towards Fixer. With but a single swipe of his red-hot blade, Ultimate beheaded the Fixer. The anti heroes attention then turned to Meteorite. Meteorite merely smirked before she flew at Ultimate. Angelica closed her eyes; only daring to guess what Ultimate had done to Meteorite. But she regretted opening her eyes as she saw Ultimate with his hand on Citizen V's head, steam came off of the mans face as his silver mask melted and he screamed in pain. The flaming wings disappeared and the second skin crumbled to pieces revealing Cade Hunter dressed in a simple pair of jeans and a shirt. He walked through the front door and made his way to his room. Angelica looked at Cade with fear in her eyes but he paid her no attention as he checked on Iron Fist and Luke Cage.

"They'll probably wake up soon, stay with them and tell them what you know, they and the police should be able to handle the rest" Cade said as he put on a brown anorak that had been put on the bed.

"How could you kill those men so easily?" Angelica finally managed to ask.

Cade paused as he climbed onto the windowsill "Killing is easy once you know they've done a bad thing in life, or if your own life is threatened, you're a mutant right? There will be a time when you have to defend yourself, and you'll probably end up killing someone, it's inevitable!" he said before he began climbing up the drainpipe towards the roof.

Moments later the police and ambulances arrived, including S.H.I.E.L.D. agent Sharon Carter. Luke Cage and Iron Fist had recovered and already left without answering any questions. Sharon flinched as she saw a burnt Citizen V being loaded onto the ambulance and the other dead villains being put into body bags. It wasn't so much Sharon's experienced; she had seen worse cases of death but not ones that had involved children as witnesses.

'This Ultimate clearly doesn't care how his actions can influence others, especially children' she thought as she looked at Angelica who was sitting on the side of the street being questioned by a detective.

Sharon walked up to the girl and relieved the detective of his duty.

"Hello, what's your name?" Sharon asked the girl sitting down beside her.

"Angelica Jones" She said simply.

"That's a beautiful name, my names Sharon, I'm an agent of S.H.I.E.L.D." Sharon said showing the red haired girl her badge.

"The people who are hunting down Ultimate?" Angelica asked.

"Yes, I promise he won't get away with kidnapping you" Sharon said patting the girl on the head.

"He didn't kidnap me, he saved me" Angelica said.

At first Sharon tried to reassure the girl that Ultimate was the bad guy. But Angelica revealed the truth, how the Hellfire club kidnapped her and how Ultimate saved not only her but Luke Cage and Iron Fist as well. She told the agent about the Masters of evil and about Emma Frost. Sharon always knew that something was up with Frost, how she was so relaxed when Ultimate apparently attacked the Hellfire club. With Angelica testifying it was likely that the Hellfire Club would be forcefully disbanded, and a lot of people that evaded the law for so long would finally be put in prison. Sharon noticed the pattern, Ultimate had rescued Angelica who would hopefully later on put the Hellfire club in prison, while Ultimate himself had also managed to get his own parents to confess to the crimes they had done in their life. It seemed that every time this Ultimate struck the more and more difficult it became to figure him out. Still, Ultimate was a criminal and it was Sharon's duty to track him down, but for now she would take Angelica to the Avengers mansion for protection.

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A few days later I hear in the papers that the department of mutant affairs have arrested multiple members of the Hellfire club on the charges of kidnapping. It seems Jones will finally get some Justice, I only wish that Frost wasn't hiding in the Masters of Evil's base. Zemo probably wont give me a break, but S.H.I.E.L.D. hasn't exactly given up on me either even if it is spending most of its time tracking down Aeon. Aeon, Sven Reilly, I'm the only one whose going to fight him.

* * *

Cade Hunter walked through the streets of New York. He paid little attention to the people around him until a man dressed in a red coat and hood stepped in front of him.

"Scuse me sir!" Cade said in his best polite voice.

"Ultimate" The man said in a muffled voice.

"Maybe I'm him" Cade smirked.

"The son of Slade Reilly is my target alone!" The man growled opening his coat to reveal the glowing tattoos on his chest.

A smile crossed Cade's mouth and suddenly the street they were standing in was consumed in an explosion.

Next Chapter 14: Ultimate: Elemental

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	14. Elemental

Disclaimer: I dont own Marvel

* * *

Marvel Universe: Heroism

Chapter 14: Ultimate: Elemental

As soon as the current acting General of S.H.I.E.L.D, Dum Dum Dugan heard about the explosion in down town New York, he immediately deployed agents to the scene. The Agents looked in horror at the burnt bodies and charred remains of the civilians, as well as the charred scenery. Ultimate and the man who had attacked him jumped off of the buildings, trading crippling blows. The attacker was flying in the air, riding the wind while Ultimate was flapping his wings. Ultimate slashed at the man with his wrist blades, the man flew down and threw balls of hot magma at the anti-hero. Cade grinded his teeth together as he gathered up some of his energy and fired at the man. His tattoo shined brighter as his muscles began to expand, he grew in height, comparable to the Hulk. Both super human smashed their fists together, releasing a shockwave that shattered the glass around them. Ultimate was sent flying by the force of the blow; he skidded to a halt just as the gargantuan man landed on the road. Cade moved his head signifying to the people around them to run. His wrist blades glowed as his wings fell off his back and crumbled to pieces.

"I don't know what you want with Aeon…to be honest I don't really care, but he's my target, I'm the one who will beat him to the ground" Ultimate said as he took a few steps towards the man. "Now how about telling me exactly who betrayed S.H.I.E.L.D. fifteen years ago"

"Why would I do that?" The man asked as his skin changed to a red colour.

"Because I think you were associated with her"

"What makes you think it was a her?"

Cade smirked underneath his helmet "I can see the bad things you've done in your life, Elemental! And that includes going crazy and fighting a fellow S.H.I.E.L.D. agent in the agencies darkest hour, then tracking down the traitor with the intention of killing her" Cade paused to take in Elementals emotionless features "But then you lost your nerve didn't you?" he asked with a smile as Elemental grinded his fangs together in anger. "You fell in love with the bitch who got your comrades killed, so you sold out your race to the Skrull renegades didn't you, you're the only person whose seen the true, terrifying form of the invaders leader haven't you?"

"And most likely with that telepathy of yours you've seen him now too right?" Elemental asked.

"I have no interest in stopping your masters plan, this planets doomed to destroy itself anyway!" Ultimate said and he stopped, pointing the tip of his left wrist blade at Elementals wrist. "You can control fire, but you can't control heat itself can you?"

Ultimate slashed Elemental across the chest, the cut was deep, but much to Ultimate's surprise the wound healed. Elemental smiled before he suddenly ran forward and punched Ultimate in the chest. The second skin on Ultimate's chest area cracked at the force of the blow. Before he could react, Ultimate was thrown across the street. He slammed into a building, which crumbled to pieces. Cade burst out of the rubble, half of the second skin around his face had shattered, the only protection he had left was around his right arm, legs, shoulders and the right portion of his chest. He gathered up the blood leaking out of his cut lip and spat it on the floor. Armoured S.H.I.E.L.D. agents gathered around the teen and pointed their rifles at him.

"Cade Hunter, you are under arrest without trial, surrender now and you may avoid the death penalty" One of the agents said, stepping forward with a pair of handcuffs.

"I see you people have everything under control!" Cade looked up to see a few members of the Avengers flying above him.

Iron Man, Gravity, Ant-man, Hawkeye and Mockingbird, who both were riding on his jet bike, Captain Marvel and the Black Widow. Cade's eyes glowed a red colour and he widened them as he saw everything that the Black Widow had done.

"AVENGERS THAT WOMAN WITH YOU ISNT WHO SHE SAYS SHE IS!!" Cade yelled at the confused heroes.

Before Cade could say anything else, a stream of fire consumed the S.H.I.E.L.D. agents. Cade covered himself in a red energy barrier, protecting himself from the flames. The Avengers flew in, Iron man put out the fires with foam extinguishers built into the launchers on his shoulders. Cade deactivated his barrier and prepared himself as Elemental ran through the flames, his leg replaced by a drill like tornado, fire covering his shoulders and his arms turned into crumbling boulders. Before Elemental could attack, Captain Marvel flew into him, pushing him away from Cade.

"Cade Hunter, your under arrest, please come quietly!" Hawkeye said, aiming at Cade with his bow and arrows.

"Wait you fools, the Black Widow isn't..AAAAAGH!!" Ultimate yelled in pain as Natasha touched him with her most feared weapon the widow's bite.

"Come now darlings are you really going to listen to someone who obsesses with Aeon?" Widow asked.

"You bitch, you'll burn one day!" Cade growled before he drifted off into unconsciousness.

"Natasha, what did he mean?" Tony asked, narrowing his eyes behind his helmet.

"Nothing Anthony, he just needs to see Doc Samson that's all" Natasha said as she drew her pistol and took aim at Elemental.

Elemental smashed both Captain Marvel and Gravity away from him. Natasha pulled the trigger just as Mar-vell flew past her. The dart flew into Elementals chest; much to his surprise it pierced his supposedly unbreakable skin. Elemental looked at the dart, and then at Natasha in utter shock. Hawkeye covered Mockingbirds eyes as slowly Elementals body began to break apart.

"What the hell was that Natasha, Avengers don't kill you know that!" Tony said aggressively.

"I'm not an Avenger anymore remember Tony, I only came here to make sure the threats were eliminated, both these super humans have been driven insane by their power, I should be killing Ultimate but he's a minor and right now S.H.I.E.L.D. cant afford public support dropping because they shot a boy" Natasha explained before walking to her hover bike.

"Ok people, lets get Mr Hunter here to the holding cell in Avengers mansion, Scott, you've got the power disabling cuffs, put them on him!" Tony ordered and Ant-man looked Cade's hands with a pair of high tech handcuffs.

As Black Widow got onto her bike, her cell phone suddenly started ringing, she reached into her pack and pressed her phone into her ear.

"Hello!" She said.

"The Metahumans have outlived their usefulness, begin the gathering!" The last of the Illuminate said through the phone.

"Very well sir, and what of Ultimate?" Natasha asked.

"For now leave him with the Avengers, once they find out what you've been up to it will be too late"

"Yes sir!" Natasha said.

"Man my first mission as an Avenger and we bring down one of the worlds greatest fugitives" Gravity said excitedly as the Avengers flew back to the mansion.

"Don't let it get to your head son" Iron man said.

"Yeah, besides you're a filler member since Dark hawk left" Hawkeye added, only to receive a slap round the head by Mockingbird.

"He said something about wanting to understand what true Heroism is" Gravity said lowering his head.

"And Cap said he had a special mission for him, who can resist a plea for help from the star spangled guy?" Ant-man asked chuckling.

* * *

Later that day, in an unknown suburban area, Natasha waited at the door of one of the houses. A teenage boy, probably 16 or 17 answered the door. He had brown hair and wore baggy trousers and a tight muscle shirt that showed off his well-toned physique.

"Ms Romanoff, this is a surprise!" The boy said.

"Please darling call me Natasha, that is after all what you called me on the night you became a man" Natasha said as she walked into the house, removing her trench coat and putting it on the hanger.

Natasha walked through the house, checking rooms and flirtatiously wiggling her hips in front of the teenager. She stopped at the kitchen and turned towards the boy.

"Where are your parents?" Natasha asked.

"They're out of town on their anniversary" the boy said.

"How convenient" Natasha said playfully as she ran her hands over the boy's chest.

"It's been a long time since we did this Natasha, you leaving straight after or do you want me to make you a breakfast in bed, I promise I wont burn the toast this time"

"That's sweet of you, but I'm just here for one thing" Natasha slipped off the boys shirt and wrapped her arms around his neck.

The boy laid his arms on Natasha's hips and closed his eyes as Natasha dived her tongue down his throat. Natasha moaned in delight as the boy gripped her thighs. She wrapped her legs around the boy's waist and tightened her grip. The boy's eyes widened as he felt a strange feeling, it was indescribable but pleasant at first. Suddenly he began moaning in pain, he moved his hands to Natasha's cheeks, trying to break the kiss. However Natasha stayed, clung to his toned form. His skin changed to a grey colour and black veins appeared around his mouth and jaw. The boy screamed in pain and pushed Natasha against the wall, trying to get what ever she was now off of him. But slowly the boy became weaker and weaker; his eyes lost their lively colour. Natasha released her hard grip, but still held the boy by his cheeks.

"Don't worry my dear, your parents and this planet wont live long enough to grieve over you" Natasha said as fire glowed in her eyes.

She let go of the boy and he collapsed to the ground, breathless and pulse less. Natasha walked out of the house, but not before setting it on fire with her new Pyrokinesis.

Next Chapter 15: Aeon: The terror of Hyperion

* * *


	15. Terror of Hyperion

Disclaimer: I dont own Marvel

* * *

Marvel Universe: Heroism

Chapter 15: Aeon: The terror of Hyperion

Though he had never lied or committed a crime before, Sven was very good at covering his tracks and keeping himself out of sight. Sure he stood out with his oversized coat, but the hood kept his face hidden well. He couldn't walk into a store to buy food, so Sven stayed with the people who he trusted the most. These included Dr Stephen Strange, the former surgeon who later became the Sorcerer Supreme, and of course Calvin Rankin. He had stayed at Calvin's house, sneaking past his best friends couch potato father. At the moment neither Calvin, nor his father were home so Sven used the key he had been given to walk into the house and take a snack from the fridge. After that Sven casually walked out of the street and into the city, where he saw the wrecking crew cleaning up after a superhuman battle, as well as S.H.I.E.L.D. agents collecting bit of ash and stone off of the floor. Sven walked through the city, distracted by his thoughts; he had taken time to check on his house. Once there he was rather shocked to see his teacher Mr Jones comforting his mother. Sven smiled to himself as he remembered how his mother had always talked about going out to see other people.

"Hey do you have a dollar free?" Sven heard a voice ask from an alleyway.

Curiously Sven reached into his pocket and removed a dollar. Always eager to help someone, the boy walked into the alley and threw the dollar down at the homeless mans feet.

"Oh god your just a kid!" The man said and Sven's ears twitched as he heard a sound behind him.

Suddenly a fist smashed through the brick wall, Sven moved just in time to avoid the crushing punch. Taking the homeless man with him, Sven jumped away from his attacker. Sven changed into his second skin form and examined the attacker, he was a well built man wearing a tight red suit with a white H on his chest, his hair was brown and his eyes were blue before they began glowing a red colour. The man levitated off of the floor and looked at Sven with his piercing eyes.

"I'm sorry man, I needed money I didn't know he was going to kill a kid" The homeless man said pointlessly begging for some forgiveness from Sven, it was pointless because Sven forgave a lot of things.

"Its ok, I don't think I can take this guy without getting serious, so I'll get you away from here first" Aeon said before pointing his finger at the man. "What's your name?" he asked.

"Hyperion, though if you think you are going to be able to fight me on even terms then you are wasting your time asking my name, you are nothing compared to me" Hyperion said.

"Listen this guy has nothing to do with this, he's an innocent bystander, let him go first"

"Very well!" Hyperion nodded and Aeon released the homeless man.

He ran through the alleyway, but he never made it past Hyperion. Hyperion had suddenly grabbed the man by his neck. Aeon widened his eyes as he watched Hyperion easily crush the mans neck. While Hyperion's expression remained emotionless, Aeon growled in anger. Blue energy surrounded Aeon's fists and he unleashed a blood-curdling roar. In a flash of light Aeon rushed forward, punching Hyperion in the chest. Both super humans flew out of the alleyway; Aeon continually punched his opponent in the face with little effect. Hyperion grabbed Aeon's wrists and threw him up into the air. Aeon up into the clouds, but before he could recover, Hyperion suddenly appeared in front of him. With one single punch Aeon was sent hurtling towards the ground. Not was the second skin on his chest cracking, but so was the second skin covering his back and shoulders. Aeon looked at his hands and noticed that the skin on his knuckles had cracked revealing bruises on his real skin.

'Damn that guys skin has to be made of adamantium or something, I cant possibly beat him, I've got to get away and think of a plan, maybe call the New Warriors or someone to help me out' Aeon thought as he got up off the floor.

Again before Aeon could react, Hyperion appeared behind him and dealt a crushing kick to his arm. Aeon yelled in pain as he felt his arm dislocate, the force of the kick had also sent him flying across the street, slamming into a simple store. Sven struggled to get up off the floor as Hyperion slowly floated towards him with his arms folded. The shopkeeper and his wife, both of Native American descent helped Aeon up. While the wife supported Aeon, the man moved to counter and removed a shotgun from underneath it. The man showed no fear as he pointed the gun at Hyperion, and a few other civilians moved to block Hyperion's view.

"We know what the government told us, and we don't believe any of that bull shit!" One man said bravely.

"Yeah Aeon saved more lives than any other hero, he dived into fires and only ever fought villains when the public was endangered" another said. "So to get to him you have to go through us!" he said defiantly.

A sadistic grin crept across Hyperion's lips; he shot a pair of red beams out of his glowing eyes. Aeon looked in shock as Hyperion burnt away the people blocking his way. A tear ran down Sven's face as Hyperion walked towards him. The couple that owned the store made a vain attempt to stop Hyperion, their necks were promptly broken. Aeon growled in anger as a blue mist started to emanate from his body. Suddenly Aeon yelled out, exploding in a blast of white energy. Hyperion was sent flying back, he quickly got up off the floor and was about to fly at the boy again. But suddenly Hyperion fell down in pain as electricity and drugs ran through his body. While Hyperion slowly lost consciousness, the wounded and tired Sven gathered all his strength into walking out of the back of the shop. What Calvin found a few hours later shocked him, Sven was lying on his bed, his body covered in bruises and his arm dislocated.

"DAD GET YOUR ASS UP HERE!!" Calvin yelled.

* * *

Elsewhere, the Black Widow continued the task she had been given. She now stood over a boy with bat like wings, his skin now grey and black veins throbbing around his lips. Her phone ran and she looked at the withheld number sign. She pressed the phone against her ear.

"Hello Silly Read!" She said in a mocking tone.

"I should never have put my trust in you, how dare you wear her skin, she's twice the person you are!" the voice on the other end growled in anger.

"Oh please she's just the same as me, a traitor to her people, now I assume you know what I've just done"

There was a pause before the man spoke again "Your leaders plan isn't going to work out, it'll only end in his death" the man said.

Natasha scoffed at his words "Please, he is a god, not even the "mighty" Thor or the "incredible" Hulk would have any hope in killing him" she said. "Plus he already has amassed an unbelievable army, human, Skrull, even other alien species have joined him!"

"He wont succeed, the heroes of this world will unite, your boss's kind will always fail because every planet he invades has a hero, and this planet is no different!"

Next Chapter 16: The war begins

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	16. The War begins

Disclaimer: I dont own Marvel

* * *

Marvel Universe: Heroism

Chapter 16: The War Begins

It was midnight at the secret S.H.I.E.L.D. headquarters, currently the new base of Captain America's secret group of Avengers. The members stood around the briefing map, which showed a clear view of the Triskelon. Cap no longer had his costume on, merely a beige pair of slacks and a blue sweater. The other members around him included Peter in his costume, minus his mask, Dark hawk, Nova, who had his helmet resting on the table, Deadpool was also there, with Weasel cowering behind him. Mar-Vell's daughter, Phyla-Vell was also there, though she was wearing a costume with white bands and a white star on her chest. An elderly man dressed in a lab coat and wearing a pair of black lenses on his eyes, he leant on his cane, gazing at the map. Another newcomer was the man known as Star-Lord; he wore a black military style uniform, a pair of high tech, alien guns in the holsters attached to his trousers, a silver star stamped onto his chest, and the part of his uniform that stood out the most, a black helmet and a silver mask. Two African American men also stood around the table, one wore a simple pair of jeans with a muscle shirt, while the other wore a harness with steel wings on his back. Nick Fury soon walked up to the map, followed by Wolverine, wearing his street clothes, a pair of jeans with a brown jacket, like Nick he was smoking a cigar.

"Logan, how did that stealth mission in the Triskelon go?" Steve asked.

"Well I managed to find the info on Hyperion that you needed" Logan began, taking his cigar out of his mouth and pressing it against his hand making both Peter and Phyla cringe at the sight, "Basically the guy's an alien, but his already amazing physical abilities were altered when he was given the super soldier serum at the age of 13"

"I heard something about a group of humanoid aliens whose civilisation was wiped out, there was a small rumour that one child fled the planet, however the things that these invaders did would traumatise even the strongest of minds" Star-Lord said.

"Anyway that combined with the cruel treatment he suffered at the hands of S.H.I.E.L.D. and the immense strain of using a serum, intended only for humans, Hyperion became an insane monster, did you see in the news, that guy killed the people who defended Aeon!" Logan said growling.

"Sorry Cap but I looked everywhere for Aeon and he wasn't there" Peter said lowering his head.

"Don't worry about it Pete, if I know Aeon he's probably doing fine!" Nova said, patting Peter on the back.

"Thanks Rich, I just wish I could have been there to help him against Hyperion"

"Don't worry too much about it kid, if Aeon didn't stand a chance against him then I doubt you would have made much difference" Logan said, taking out another cigar and lighting it up.

"So what's the plan now Cap?" Falcon asked.

"Phyla, did you trip to the Skrull planet go well?" Cap asked.

"The Emperor denies an invasion force, and I had a personal talk with his daughter and apparently he's right!" Phyla said.

"And by talk do you mean…"

"Shut up Wilson!" Wolverine growled.

"There's more to it than that!" Star Lord said and all eyes turned to him. "A few years back when I was working as a mercenary in the Kree-Skrull war, while stationed on one of the Skrull planets I heard an old legend from a soldier, he said that the very first Skrull's were ageless, however they slowly began to die, either of plague or they were killed, but apparently a group was formed called the Illuminate and this group, tired of what the Skrull race had become left the planet to find and conquer other worlds, this of course was just a rumoured legend and those planets had destroyed themselves by war and pollution" he explained.

"Perhaps the shape shifting abilities of these Illuminate were so advanced that they simple stayed in one single form, or perhaps they were constantly changing forms much like changelings on our planet do!" The Baron explained.

"Yeah I've got a question there Baron…have you ever been laid?" Deadpool asked and Peter and Phyla did their best not to laugh at his comment.

"Wade one more comment and I'm throwing you out of this base!" Wolverine threatened.

"Dark hawk did you do that task I asked of you?" Steve asked.

Dark hawk nodded his head "Yeah I flew over the Triskelon, the ground troops and tanks have been moved into the city, the machine men are apparently receiving upgrades while the Super soldiers are undergoing new treatment" he explained.

"Nova what about you, what did you find up in space?"

"The Orbital satellites are normal and I didn't find any traces of any kind of space ship, maybe they only planned a ground assault" Richard suggested.

"Fury have you called Colonel Dugan yet?" Steve asked the General.

"Of course he has!" A thunderous voice said from the doorway.

Colonel Dugan walked into the base followed by other S.H.I.E.L.D. agents. Nick removed a cigar from his pocket and gave it to the Colonel, who much to Steve's displeasure lit the cancer stick.

"These men all noticed that some of the other staff were acting strangely, so they came with me and we left LMD's behind, however they were older models so we don't know how long that will deceive them" Dugan explained.

"Where's Sharon?" Steve asked, concerned for his on again off again girlfriend.

"She's stationed at the Avengers mansion and I dropped in a warning for Tony there, they'll be ready to deploy when you are!"

"Logan, what about the X-men will they be ready?"

"Well we are still recovering but if there's a fight that needs to be fought we'll send a few teams" Wolverine said gruffly.

"The time for gathering information is over, tomorrow we'll attack the Triskelon and arrest the last of the Illuminates" Steve said.

Suddenly the base shook and a beam of light tore through the wall, destroying the Quinn jet. Peter put on his mask and Richard slipped on his helmet, all the heroes and agents prepared to fight as numerous super villains poured through the base, led by Dr Doom and the Green Goblin. Osborne laughed as he flew at Spider-man.

"WO WATCH OUT FOR ENEMY FIRE!!" Deadpool yelled, jumping over a blast fired from Meteorite.

"SHUT UP WILSON!!" Wolverine roared as he slashed a Doom bots head off.

Nick and Dugan drew their pistols and shoot at the approaching super villains, Joystick, The Beetle and Dread knight. Dread Knight blocked the bullets with his shield while the Beetle protected both himself and Joystick with a portable barrier. Dr Doom pointed the palm of his hand at Steve and fired a blast of electricity. Steve felt the pain, but took it none the less as he ran at Doom. The super soldier tackled the armoured lord to the ground. Steve punched at Doom's mask crushing the metal with his bare hand. Dr Doom blasted Steve away from him and turned his attention to Wyatt Wingfoot, who was typing on the computer, preparing a secret exit. Doom raised his hand, but before he could fire, Falcon shoulder barged him and the energy blast instead flew into the Vulture. A group of Doom Bots marched towards the Baron, trapping him at a dead end against the wall. The robots raised their arms but before they could blast the former Nazi Dark Hawk flew in, slicing off their heads with his wings.

"Doc are you all right?" he asked landing next to the doctor.

"I'm fine my dear boy, but if I was forty years younger my powers could easily deal with them!" Baron said.

"Just find a place to hide and keep safe" Dark hawk said as he flew off towards the super villains.

Dark Hawk fired his chest beam into Shocker, then back handed Scorpion and finished him with a punch to the gut. Suddenly Venom lunged at Dark Hawk, slashing him across his helmet. Venom opened his mouth wide and moved his head towards Dark hawks. But Dark hawk blasted the berserk villain away from him and took flight into the air. Spider-man jumped onto the Goblins glider and grappled with him. Steve finally managed to get a hold of his shield and threw it at the villains. The shield moved like a shooting star, rebounding off of villains heads until it cut Doom's head off, revealing him to be a simple Doom bot. Wolverine roared in anger as he slashed through the Doom bots. Nova flew like a cannonball, straight into the rhino's chest. Phyla fired slammed her bands together, blinding Speed Freak, Blizzard and Whiplash. She then smashed punched and kicked all three villains across the side of the head.

"EVERYONE LETS GO!!" Wyatt yelled as he opened a secret door on the other side of the fighting.

"AVENGERS ASSEMBLE…AND RUN AWAY!!" Deadpool cackled as he and Weasel made a run for the door.

"NICK!!" Steve yelled as he ran towards Fury and Dugan, who were now being batted around by Joy Stick.

Steve almost made it to the men, until the Beetle flew into his way and pushed him away with a concussive blast. Falcon picked up the Baron and flew him through the door. Spider-man managed to punch the Green Goblin off his glider, and then he jumped off the glider and swung towards the door. However Meteorite shot him in the back with one of her beams.

"PETE!!" Nova yelled as he punched Venom away and flew to pick up Spider-man.

Phyla fired a beam of light from her chest, pushing back some of the approaching villains, giving Nova time to pick Spider-man up and fly through the door. Wolverine stabbed one of the Vulturions in the chest then slashed Melter across the head. The X-man rushed to support Dugan and Fury. He jumped over the Beetle then kicked Joystick around the side of the head.

"Damn what are you two eating?" Wolverine asked as he carried both soldiers over his shoulder.

"CAP I'M COMING!!" Dark Hawk yelled as he flew towards Steve.

The Beetle flew into Dark Hawk's path and blasted him away. Steve smashed his fist into one of the Vulturions, and then kicked Dread knight across the side of the head, he took Dread knights kite shield and threw it into Venom. The symbiote cried in pain as the shield had impaled him in the chest. Steve back flipped back, picking up his shield and landing at Phyla's side.

"Phyla get going now I'll support Wolverine!" he said and Phyla nodded her head as she flew through the door.

Steve threw his shield, hitting the Beetle in the chest before he could attack Wolverine. The shield flew back into his hand and the man known as Captain America rushed into battle.

"Take care of them!" He said as he passed Wolverine.

Wolverine lowered his head before he walked through the door.

"NOW CLOSE THE DOOR AND GET TO THE JET!!" Captain America yelled as he battled the army of super villains.

"NOT WITHOUT YOU CAP!!" Dark Hawk yelled.

He was ready to run forward, until Wolverine grabbed his shoulder and pulled him through the door. The door slammed shut behind them and Dark hawk smashed his fists against the titanium plates.

"OPEN THE DOOR, WE HAVE TO GO BACK FOR CAP!!" Nova yelled.

"Cap stayed behind so he could give us a fighting chance, we alone don't stand a chance against all of them, we have to get everybody together in order to beat them!" Wolverine explained.

"DAMN IT!!" Dark Hawk yelled.

Stephen Rogers fought with all his strength; he fought as any man would in order to protect the lives of his comrades, his friends. He endured pain beyond what any man could bare and no matter how hard he was hit he always got back up. Many of the more professional and respectful villains looked at him with sympathy and pulled their punches. Eventually Steve laid face down on the floor, battered and bruised as well as worn out from the intense fighting. The villains cleared the way for the Red Skull who clapped his hands together, mostly to mock Steve's heroic performance. Beside him were his private lieutenants, Crossbones and his daughter a beautiful red haired girl known as Sin.

"Well done Kapitan, you certainly are worthy of that shield, tell me Sin would you like such a thing as decoration for your room?" The Red Skull asked.

"I prefer his head, he looks good as a broken man!" Sin giggled.

"I think I'll have it Boss, it would need some black paint to get rid of that stupid star sign" Cross Bones said as he grabbed Caps shield.

The man tried to pry the great weapon from Steve's hand. But Captain America kept hold of his shield, forcing Crossbones to use all his strength, but even that couldn't separate the patriot from his signature weapon.

"Your body is tired but your spirit will never be broken eh Herr Rogers!" The Skull said as he kicked Cap in the chest.

The Beetle and the Shocker looked at the scene with disgust, everyone in the room knew that the Skull dreamt of days like this. He and his daughter weren't just Nazi's, they were murderers without any sense of remorse or respect for their enemies. Even Baron Zemo had learned somewhat to respect the man, even if he did scar his father in the war. Red Skull kicked at Captain America's chest for a full minute; after he had finished he spat at the star on Steve's shield.

"Your country is finished Kapitan, no one can save it now!" The Red Skull said as he turned his back.

Suddenly Captain America grabbed the Red Skull's heel. The eyes of the villains widened as Steve forced himself up off the floor, towering over the Red Skull.

"You fools, don't you know what's coming, why do you think we gathered here in the first place? We're not here to plot against you, we're here to save the entire planet, you all dream of ruling the world but what if there's no world left, if I know the Illuminate then your just a pawn!" Steve explained glaring at Red Skull as he spoke.

"The Illuminate, the ones that are really in control of S.H.I.E.L.D?" MODOK asked.

"As in the first Skrulls who have been infiltrating our top security agency, creating weapons and causing chaos!"

"There were rumoured sightings of Skrulls during the Wakandan war" The Shocker said having been a technician in the air force before his criminal career.

"Who cares about all zis, it won't save you anyway!" Red Skull said, drawing a pistol from his pocket.

"Wait, if there is some kind of threat to this planet then we need the heroes help and it wont do any good if we kill their leader" The Beetle said stepping out of the crowd.

"We don't need weaklings like Kapitan America saving a world that we're conquering anyway" The Red Skull said as he pointed his gun towards Cap's fallen form.

The Nazi pulled the trigger and fired the pistol. However much to the villain's shock, Captain America had disappeared. Red Skull looked towards Zemo, who remained stoic.

"Where did you teleport him Zemo?" he asked aggressively, pointing his gun at Zemo's head

"Why I don't know what you're talking about, after all your not the only arch-nemesis of Captain America in the room" Zemo said, hiding a smirk behind his mask. Zemo planted his hand on the Red Skull's shoulder and whispered into his ear "Remember who created that good body of yours Skull, clone degeneration can be a dreadful thing, and I now exactly what can trigger yours!"

The Red Skull immediately holstered his weapon, but not before stomping his foot on the ground in frustration.

* * *

Once again the Black Widow had drained both the life and the power from a young super humans body. This time the boy must had been no older than 15 and his parents had been unfortunate enough to walk in on them. Natasha had impaled both the adults with liquid metal blades, however that had not been the ability she had just stolen. She had been driving around the city, draining the powers of young mutants and super humans. Her phone rang and Natasha picked it up and pressed it against her ear.

"Hello!" she said.

"The time has come to engage our forces" The last of the Illuminate said.

"At last, Gamora will be glad to come out of hiding!"

"My ships will be deactivating their cloaking devices and bombarding every major city by midday tomorrow, the ground forces are ready and now all there is left to do is to get rid of those in the way, I've dispatched Power Princess and the rest of the Squadron Supreme towards the base of the New Warriors, the new and improved machine men are already on their way to the Baxter building, I trust you to deal with the Avengers and Aeon!"

"Yes sir I have the perfect plan for those fools" Natasha said, and for a split second three lines appeared on her chin before she broke down into hysteric laughter.

Next Chapter 17: Hope extinguished

* * *


	17. Hope extinguished

Disclaimer: I don't own Marvel

* * *

Marvel Universe: Heroism

Chapter 17: Hope extinguished

Before Sven had put on his costume for good, Peter Parker had warned him about days when he would wake up feeling bad. Unlike Peter it wasn't the fact that he had received serious injuries the other day from Hyperion, but it was because of the fact that his best friend had just discovered his biggest secret.

"Why didn't you trust me with this?" Calvin asked.

"I didn't want to burden you with my problems Calve, but I suppose you are burdened now!" Sven said lowering his head.

"We've been friends since forever Sven, and I see in the news all the good that Aeon does, and its kept all of my energy not to let my dad get a sample of your blood, he's gone crazy about making a super soldier now, but at least he patched you up" Calvin threw Sven a bottle of water.

"I'll share one thing with you though Calve, I was terrified when I fought Hyperion, he was a man who could kill an entire city and never bat an eyelash" Sven poured the water into his mouth before throwing it back to Calvin.

Calvin drank from the bottle, and there was a moment of silence before Faith walked through the back door. Faith walked through the house and into Calvin's bedroom. Upon looking at the bandaged and bruised Sven Faith burst into tears. She flung herself at her boyfriend, wrapping her arms around his neck.

"YOU IDIOT!!" Faith yelled banging Sven's chest.

"OW!! Man I should get injured more often if this is how I get treated" Sven said sarcastically and Calvin couldn't help but smile at the sight.

Sven patted Faith's back with one hand, since his other one was in a sling. Calvin got up off his seat and walked out of the room, letting his two oldest and first friends share their moment. He leant against the door and thought very carefully about what his friend was doing. They had known each other since kindergarten, Sven was a lonely person and Faith had been the first person to reach out to him, it only made sense that those two would end up dating. Calvin had also been alone until Sven asked him to play a simple game of tag. When Calvin had pushed Sven to the floor in anger, Calvin was quite astonished to see that Sven didn't cry, he was the only child who ever smiled and sympathised with Calvin. Eventually the three of them became like a team, they always stuck together and even when Calvin started to get into petty thievery they made time to hang out.

"I bought you some clothes!" Faith said reaching into her bag and pulling out the cargo trouser that Sven had worn in his first fight with Ultimate, she also pulled out a black shirt with Aeon's symbol on the chest and a black mask to cover Sven's face, minus his hair.

Suddenly, Faith lunged at Sven and dived her tongue down his throat. Sven wrapped his free hand around Faith's waist and relaxed. Calvin heard the commotion from the other side and took that as his signal to get something to eat. He walked down the stairs and saw that the door to the basement was open. Calvin walked down the wooden board stairs and saw his father doing his usual work. He was wearing a white lab coat and covered his mouth and nose with a mask. The scientist was working with numerous chemicals in beakers and glasses. He turned his head and saw Calvin at the stairs.

"Calvin get back up stairs, you have no idea what the gasses can do to you!" Mr Rankin said.

"Yeah well how about you actually close the door and try to ventilate this room!" Calvin said coldly, covering his nose.

To be truthful Calvin had already been down in the lab when Mr Rankin was too engrossed in his work. Calvin walked to the kitchen and reached into the fridge. He removed three cans of soda and a tub of ice cream. Calvin walked back to his room and walked in just as Faith and Sven had finished their make out session. Sven showed his usual smile as Calvin opened up the ice cream. The three friends stayed there for hours, eating and telling Calvin everything that had happened so far.

"Wow, I didn't realise how hard it was doing that stuff, I mean I knew that S.H.I.E.L.D. was a tough law enforcement but from what you've said it seems more like a dictatorship now" Calvin said finishing his soda and throwing it into his bin.

"Yeah but I suppose the advantage is that no matter what happens I get to work closely with the Avengers" Sven grinned.

* * *

At the Avengers Mansion the secret Avengers told the public team everything they had discovered in the past few days.

"I can't believe he's actually gone!" Janet said wiping a tear out of her eyes.

Tony grinded his teeth together, there was a moment of silence, which was interrupted by Tony's sudden out burst.

"DAMN IT!!" He yelled throwing his wine bottle through the window.

"He was a true warrior!" Mar-Vell said, stroking his daughter's hair as she cried into his chest.

"A true hero" Gravity added.

"Look guys I hate to be cold but we really got to start getting on the horn to everybody"

"Your right Hank, we've got an army to build!" Tony said, picking up the portable armour he kept with him.

Suddenly an alarm blared, Logan sniffed at the air and growled in anger. The Avengers and S.H.I.E.L.D. agents ran to the computer room and much to their shock their saw a split screen of Natasha's face and a timer.

"Sorry darlings but I'm afraid as fun as a confrontation between our two armies will be we cant afford to have you all getting in the way of our plans" Natasha laughed.

"THE DOORS SEALED SHUT!" Hank yelled.

"IT'S NO GOOD ONLY FIVE SECONDS LEFT!!" Spider-man yelled.

Five seconds later the Avengers mansion exploded from the inside, the blast consumer the cars and pedestrians outside it. News crews soon showed up at the scene but their attention was soon drawn to purple and silver figures flying through the air.

* * *

"Those things look like knock offs of Iron man!" Ben Grimm, the orange Thing said, looking at the Machine men flying towards his base. "YO STRETCHO! Your good with math how many do you count?" Ben asked his best friend Reed Richards.

"My god, 200 units" Reed said.

"What the hell is S.H.I.E.L.D. doing?" Johnny asked aggressively.

"Hey guys, I just got an email from a guy called "Silly Read" he said for us to get out of here quickly and that S.H.I.E.L.D. isn't in charge anymore" Sue said.

"Well I know mom told us not to take advice from strangers but I'm taking this advice and getting the hell out of here!" Johnny said.

"Oh shit, are those guys preparing to fire?" Ben asked, pressing his head against the window as the hundreds of machine men pointed their glowing hands at the top floor of the Baxter Building.

* * *

The New Warriors looked in horror, as the machine men blew the four on top of the Baxter Building apart. While the members talked amongst themselves, Night Thrasher and Scarlet Spider put hands to their chins and thought.

"Avengers mansion, the Baxter Building, this is some kind of invasion!" Night Thrasher said.

"We'd better get moving before someone gets any ideas about raiding our base" Scarlet Spider said and Night Thrasher nodded his head.

However their decision was too late, as the roof of the warehouse base was ripped apart. The New Warriors looked up to see Hyperion floating over the base, with a woman dressed in purple trousers and a corset, her gold bands and collar shining in the light.

"YOU JUST HAD TO JINX IT DIDN'T YOU!!" Speedball yelled.

A green blur rushed past Night Thrasher, pushing him forward. Three people walked through the front door. One dressed in a military uniform, with numerous quivers and bows attached to his back and legs, another was a blonde haired woman dressed in a green suit with a white coat, and the final member was a man in silver armour with a nuke symbol on his chest and head. Hyperion's eyes glowed and he unleashed a full spray of heat vision. Fortunately Speedball was able to protect his teammates with a barrier. Namorita flew up into the air and punched Power Princess across the side of the face. Ultra-girl, a blonde haired girl wearing a blue suit flew at the armoured man. Justice, the teams youngest member noticed the mans hands glowing, he quickly covered Ultra-girl in a TK barrier as the man created and explosion, sending Ultra-girl flying into Scarlet Spider's arms.

"EVERYONE RETREAT TACTIC DELTA NOW!!" Night Thrasher yelled.

"Which one was that?" Speedball asked.

"SHUT UP ROBBIE!" Night Thrasher yelled as he threw a flash bang grenade on the ground.

The members of the squadron supreme covered their eyes. An African American man suddenly appeared in the middle of the warehouse rubbing his eyes. Scarlet Spider released Ultra-girl and began firing his impact webbing. The webs tied up the members of the Squadron Supreme, minus Hyperion whose advanced sense of sight was affected the worst by the sudden trap, and of course Power Princess, who was fighting outside with Namorita. Justice put his hands to his head and unleashed a blast of telekinetic energy, sending the members of the Squadron Supreme flying. The New Warriors ran past the Squad and retreated from their base. Night Thrasher saw Namorita grappling with Power Princess.

"NITA LET'S GO!" He yelled across to her.

"JUST A SECOND!!" Namorita yelled before punching Power Princess across the face, sending her flying.

"EVERYBODY RUN FOR IT NOW!!" Scarlet Spider yelled.

Namorita flew towards her teammates. However she didn't notice Hyperion flying behind her. He fired his optic beams and the New Warriors looked in utter shock as Namorita's skin was burnt off, and her skeleton fell to the ground.

"Oh my god!" Ultra-girl whispered.

"BASTARDS!" Jolt yelled as he ran forward, followed by Speedball and a man wearing a ripped jacket and a yellow wrestling mask.

"WAIT WE'VE GOT TO RUN YOU GUYS!!" Night Thrasher yelled.

Speedball activated his barrier and punched Hyperion across the side of the head. Hyperion laughed as Speedball shook his bruised hand. Jolt fired electricity at Hyperion, singing his hair and burning off parts of his shirt. Rage charged into the rest of the Squadron Supreme, he thrust his fist at the blonde haired woman. But suddenly the floor Rage stood on cracked and he stumbled forward, missing his intended target. The blonde haired woman's hands glowed for a second before the Archer fired two Crossbow bolts into Rage's kneecaps.

"Adamantium" Scarlet Spider whispered to himself as he ran to support his teammates.

"BEN WAIT!" Night Thrasher yelled.

"GET OUT OF HERE DWAYNE NOW! I'LL HELP THE OTHERS!"

Scarlet Spider's spider sense suddenly blared like an alarm. He stuck his arm out and the Squadron's speedster slammed into his fist. The Speedster clutched his face, yelling in pain. Ben ignored the mans cries and ran to his teammates. He jumped and kicked the archer in the face, then pushed the woman away from him. The armoured mans hands glowed a strange colour. Ben quickly grabbed Rage and jumped away as the armoured man created an explosion. Power Princess flew through the air and slammed her head into Ben's chest. He was sent falling to the ground, clutching his chest in agony. Hyperion fired his optic beams at Jolt and Speedball, who used his barrier to protect himself and Jolt. Robbie grinded his teeth together as he felt his arm burn.

"The pain!" Speedball said weakly.

"COME ON ROBBIE PUT SOME EFFORT INTO IT!!" Jolt yelled.

Speedball screamed and suddenly fired a blue beam from the palms of his hands. The beam slammed into Hyperion, sending him flying into the warehouse.

"I didn't know you could do that" Jolt said in astonishment.

"Neither did I" Speedball whispered, staring at his hands.

"You don't seriously think you can outrun me do you?" The Speedster asked as he overtook Night Thrasher.

Before Night Thrasher could react he was punched in the face, he fell back and was punched again. Justice concentrated hard with his TK and lifted the Speedster off the floor. Night Thrasher removed one of his nightsticks and hit the speedster across the side of the head.

"That's it, if we're going to die, we're going to die as heroes!" Night Thrasher growled as he drew another nightstick and ran at the Squadron Supreme.

Power Princess, who held Rage by his neck, threw scarlet Spider into the ground.

'Damn, looks like I'll be joining brother' Ben thought as he got up off the floor.

Power Princess trailed her finger along a bit of her hair. She gasped as she saw a grey hair. Then the woman smiled as he eyes glowed for s split second. Rage yelled in pain as he felt his strength being sucked away by Power Princess. But luckily Ultra-girl and Justice joined the fray just in time; Justice separated Rage from Power Princess with his TK. Ultra-girl then took her chance to attack, punching the woman in the stomach. She held Power Princess by the locks of her hair, spinning her around before releasing her grip and sending her flying. Night Thrasher rolled to the side, dodging an arrow launched by the Archer; he then flipped back onto his feet and threw a flash bang grenade at the Squadron. However the grenade never blew and the blonde haired woman smiled as she waved at the New Warriors with a glowing hand.

"NEW WARRIORS HIT HARD AND FAST!!" Night Thrasher roared.

Jolt yelled as he fired a burst of electricity at the Squadron. Speedball followed with a concussive barrier straight in the middle of the group, throwing them in different directions. Scarlet Spider launched a web at the archer, drawing him in then picking him in the face, he did the same thing for the armoured man and Power Princess. Power Princess's beating wasn't done yet as Ultra-girl flew in and thrust her feet into the woman's chest. Ultra-girl rolled backwards and threw Power Princess towards Rage. Though weakened and crippled the warrior managed to clothesline Power Princess. Night Thrasher threw his nightstick at the blonde haired woman's head, knocking her out before flipping across and back handing the Speedster. Justice then finished off the attack by gathering the Squadron together in a TK field. With one single punch the field burst and the Squadron Supreme was sent flying back, each member's limp form scattered across the floor.

"THAT WAS FOR NITA!" Night Thrasher yelled.

The New Warriors were ready to breath out a sigh of relief until Hyperion burst out of the ground. He grabbed Night Thrasher by the neck and floated in front of the bruised and battered New Warriors. Hyperion showed off their struggling leader, smiling wickedly as his eyes pupils disappeared. Scarlet Spider was the first to get up off the floor, followed by each member of the New Warriors.

"Pathetic humans, you truly thought a team like yours could make a difference, the only time you will ever be remembered is for the mistakes you make, when you die the people will hate you for failing" Hyperion cackled.

"Your wrong!" Night Thrasher growled and Hyperion turned his head towards him.

"We used to run a reality TV show to fund our operation and gain support, but it was a hero called Aeon who taught us that no matter what the people say, no matter how you are remembered the thing that counts is the lives you saved, the times you overcome impossible odds and win the day"

"Pathetic!" Hyperion whispered.

Hyperion was ready to break Night Thrashers neck, until Justice used all of his power to push Hyperion off of his leader. Speedball grinded his teeth together before biting down on his arm. His new powers activated and Hyperion was sent flying away from the New Warriors.

"Lets get out of here!" Night Thrasher said and the other New Warriors followed him.

Hyperion roared in anger before he fell unconscious.

* * *

Other solo heroes looked at their papers, or at the news broadcasts in shock. Some of the greatest teams had been attacked and killed. Sven especially looked at the TV in shock.

"NO!" He yelled slamming his left hand into the ground, a blue mist emanated from it.

"Sven your powers!" Faith said.

"They keep on changing, what the hell was wrong with me, taking a serum from Modok, a villain for Christ sake" Sven said.

"Maybe your powers change depending on how desperate you are" Calvin suggested, trying to find some explanation in Sven's ever changing powers.

"But they always stay as a form of energy manipulation don't they?" Faith asked.

"I just can't believe they blew up Avengers mansion"

"NO!" Sven yelled "I refuse to accept that they could so easily die, they're the Avengers, they're called that for a reason you know"

"Hard to believe, an ending with such a lack of climax" The teens turned their heads towards the door.

"You!" Sven growled as he looked into the green eyes of the Black Widow.

Natasha smirked as Sven dropped into his hunched fighting stance.

"Where's my dad?" Calvin asked.

"Lets just say he had an ending that lacked climax!" Natasha smirked as Calvin grinded his teeth together.

Sven ran at Natasha, punching her with his right arm. However much to Sven's shock, she remained motionless, as if he had just punched a statue. Natasha smiled and pushed Sven. The young hero was sent flying out of the open window, and onto the next-door neighbours shed.

"SVEN!" Faith screamed, running to the window.

As Faith began climbing down the drainpipe, Calvin stretched his arms out, blocking Natasha's route to the window. Natasha scoffed the boys attempt to defend his friends and merely flicked his forehead. Calvin was sent flying and landing next to Sven.

"Calvin you've got to stay back this is too much for you, just take care of Faith!" Sven said, reaching into his pocket and removing a black mask.

Aeon put on his mask and launched himself at Natasha. The spy merely slapped Sven across the face and he was thrown onto the roof of one of the houses. Calvin and Faith looked up at the sky and gasped in utter horror. Black ships of Skrull design began flying down towards the city of New York. The two capital ships opened fire on the city, consuming it in a sea of explosions and flames. Across the world, ships of the Illuminate and most surprisingly of all, the upgraded machine men and the super soldiers that the Mandarin had created years ago attacked the capital cities of different nations.

* * *

In the Triskelon, Skrulls began gathering up the S.H.I.E.L.D. staff. Bruce Banner watched as Skrulls walked through the corridors of the Triskelon, searching for the scientists.

'If only I hadn't taken the pills the Baron gave me to hold back the Hulk' Bruce thought to himself as the Skrull's passed him.

Contrary to the monster inside him, Bruce Banner was able to sneak past the Skrulls. He made his way outside, where a large number of Skrulls were rounding captured agents onto transport ships. Bruce overheard the Skrulls talk about publicly executing the agents of S.H.I.E.L.D. and any heroes they gathered on the streets. The scientist ran for the water and dived under. Another thing that Bruce was good at wasn't just sneaking, but running away as well.

* * *

On the streets of New York, around the ruins of the Avengers mansion, Skrulls began to round up civilians. A boy looked at the rubble that was once the great mansion of his heroes. One of the Skrulls walked towards the boy, preparing his rifle. But the Skrull looked at the rubble and noticed movement; he ignored the boy and pointed the sight of his rifle at the figure rising from the rubble. Dirt and water dripped off of his black armour, the red shoulder and thigh armour stuck out downwards like four blades. A black helmet with a star shaped visor that emitted a sinister red glow covered his head, sticking out of the back of the helmet was a tuft of red hair. Two black bat like wings stuck out of the back of his shoulders, though these wings were tiny, now where near the length and size needed to fly. In his claw like gloved hands he carried a sinister red scythe and his shoes looked like the feet of a dragon, with four red spikes sticking out of the end of the toes. A red Kanji symbol glowed on the armoured warriors chest as his growled echoed through his helmet. The Skrull merely touched the trigger and he automatically signed his death warrant.

"**RAAARGH!!" **The Armoured man growled and swung his scythe.

Much to the Childs shock the Skrull's head dropped to the floor, followed soon after by the rest of his body. The armoured creature marched forward, looking down at the boy. He trembled in fear but the figure merely scoffed.

"**Ultimate is no more, I am Deathblade!"**

While the boy crouched down, cowering in fear, Deathblade walked into the ruins of the city. His mission, to kill as many of the Skrulls as possible and hopefully settle a score with Aeon!

Next Chapter 18: Heroism awakened

* * *

Im close to ending this fic, for those who actually read it. Feel free to leave a review, criticism about my writing, the characters but no really bad flaming. I'm welcome to criticisms and compliments about my story lines and my OC characters.

I just watched the trailer for the new Hulk movie, which is why next chapter I'll definitely be introducing the Hulk


	18. Chapter 18

Disclaimer: I dont own anything related to Marvel

* * *

Marvel Universe: Heroism

Chapter 18: Heroes awaken

Sven stared at his hands, trying to focus his energy into both. But the flame like energy surrounded only his left hand. Aeon looked towards the Black Widow, who had jumped out of the window and was now marching towards him. He broke off into a run just as Natasha's skin changed to a green colour, her ears also pointed out and three lines appeared on her chin. The hero yelled as he thrust his left fist at Natasha. Her hand changed into a metallic tentacle, she slapped Aeon away and her tongue suddenly extended, slashing the young boy across the chest. Sven grinded his teeth together in pain, as the blood oozed down his trousers.

"Pathetic, what good is a hero who doesn't even know what powers he wants?" Natasha asked.

"Your not the Black Widow are you?" Aeon asked, narrowing his eyes at the Skrull.

"Of course not, I was originally part of the Super Skrull program, then the Illuminate recruited me, I killed the original Natasha Romanoff shortly after she joined S.H.I.E.L.D. and began offering amnesty and new identities to Super human and mutants who had caused accidents and disasters with their powers, and then I used my powers to kill them and take their own powers" the Skrull explained as her muscles expanded, her feminine features became bestial and the black suit she wore was torn apart, replaced by the purple and black outfits that most Skrulls wore.

A pair of bat like wings burst out of the Skrulls back, blades also slid out of her elbows, her eyes also glowed a red colour. Sven squeezed his fists in anger, he roared and the energy covered his left arm. Aeon ran and jumped into the air, he landed, punching the Skrull straight in the middle of the face. Much to Calvin and Faith's shock, the gigantic Skrull was sent plummeting onto Calvin's house.

"YOU OWE ME FOR THAT AEON!" Calvin yelled and Sven rubbed his head sheepishly.

"LITTLE BASTARD!!" The Skrull yelled, flying at Aeon.

Aeon thrust his hand forward; creating a shield that absorbed the impact of the Skrulls punch. However the force threw Aeon back, the Skrull woman shot red beams of light from her eyes. Again Sven blocked the projectiles with his energy shield. Then Aeon jumped up and fired an energy beam at the Skrull. She smiled and blew, the beam was suddenly sent flying back at Aeon. He covered his face with his hands as the beam hit him. Aeon was barely able to defend himself with a weak barrier, the explosion from the beam had singed his arms and burnt his shirt. He fell onto the grass, next to Calvin and Faith.

"SVEN!" Faith screamed.

* * *

The city had become a ruin; Skrulls and black armoured agents of the Illuminate patrolled the streets. They rounded up any people that were hiding, cuffing them and putting them onto heavy, blank hover tanks. Some heroes tried to fight back, such as Daredevil and Luke Cage. But no matter who fought, they were all taken. Frank Castle stood on a rooftop, aiming his rifle at two Skrulls that were pushing around a family. Without batting an eyelash he pulled the trigger and sent a bullet into one of the aliens heads, before the other could react the Punisher pulled the trigger again and another Skrull bit the dust.

"I see you haven't changed a bit!" Frank turned around, pointing his rifle at the hooded man that sneaked up on him.

"Hey take it easy Frank its just me Silly Read" the man said lifting off his hood, revealing a face which to Frank looked like an older and matured version of Sven.

"Slade, what the hell have you been doing?" Frank asked, lowering his rifle.

"Nothing much but leaving small clues and warnings for Sven's friends" Slade said in a voice akin to Sven's.

"You havent changed one bit, even when you were with the seals you never took things seriously"

"I was serious, I just learned to relax more unlike you, I still see you have an itchy trigger finger!"

"I don't expect you to understand" Frank said, lowering his head.

"Have you even thought about what your wife and son would think?" Slade asked and that earned him a punch in the face.

Slade got up off the floor, rubbing the bruise that Frank had given him.

"Are you going to just watch like you did when the Mandarin invaded?" The Punisher asked as he walked to the fire escape.

"No, I want to see my son, I want to fight alongside him!" Slade said.

"What's that?" Frank asked, taking notice of the box that Slade was carrying.

"An outfit for Sven, I figured that he should wear something good" Slade said.

"Quite a large number of people are being gathered at the Arena in Madison Square garden" Frank said as he climbed down the fire escape.

"I'm going to see my son, don't do anything brash Frank, cause reinforcements will be there soon!" Slade called out to Frank as he ran through the streets of New York.

* * *

At Madison Square garden, hundreds of people were put on the seats of the Arena. In the centre stood the last of the Illuminate, the Red Skull, Baron Zemo and the members of the Squadron Supreme, minus Hyperion. Bulky robots also in the middle, restrained a vast gallery of heroes including Jewel, Daredevil, Stingray and Spider-girl. Outside, a sewer cap was lifted off the road and Speedball poked his head out of the hole, he looked around and gave his teammates the thumbs up.

"All clear guys" he said.

"Just what the hell are we going to do?" Ultra-girl asked, thinking about the hostages.

"I don't know!" Night Thrasher said.

"Oh shit" Speedball muttered.

"What is it?" Scarlet Spider asked, poking his head out of the hole and gasping at what he saw.

A vast number of villains stood blocking the way to the Garden, with Sin and Crossbones leading them. Much to Speedball and Scarlet spider's shock they saw Bulls eye poking his head out of the crowd of villains, as well as a pale man who looked disturbingly similar to Wendell Vaughn AKA Quasar, although now he was missing his shining Quantum bands and wore a black cloak that covered his chest and carried a strange gun like device. The New Warriors immediately jumped out of the sewers and formed a line.

"I suppose a quiet and strategic plan is out of the question now" Ultra-girl said and Justice nodded his head at that.

"At this point, all there is left to do is die a heroic death" Night Thrasher said, drawing his nightsticks.

Frank Castle breathed heavily as he had a villain in his sights. Slade's words echoed through his mind, and he thought about how Aeon or his war idol Captain America would have done things. He took aim at Typhoid Mary, and just as the New Warriors were about to charge he fired twice. Typhoid fell to the ground screaming in pain, having just been kneecapped by the Punisher. The New Warriors took this one moment of the distraction and sprung their attack. Ultra-girl flew into the villains, grabbing Meteorite and Joystick before throwing both villainesses to the ground. The Punisher began firing crippling shots at the villains, Crossbones looked up at him and both killers traded glares before marching off.

"Hey Brock, where are you going?" Sin asked, shooting at Scarlet spider.

"To deal with an annoying pest"

"YEAH PUT A BULLET IN HIS HEAD FOR ME!" Bulls eye yelled.

"YOU TALK TOO MUCH!" Night thrasher yelled, smacking Bulls eye round the back of the head.

* * *

In Bayville, the home of the X-men, the said team gathered in the war room.

"Send all teams" Virgil, the black haired, emotionless telepath known to many as Psi-lord suggested.

"What about the other places like Tokyo and Wakanda?" Sunfire asked.

"You know what Wolverine told us, these Illuminate guys are in New York so that should be our full priority" Quinton Quire, a recent student turned X-man said.

"Magneto has most likely taken his army back to Genosha to defend it from the invaders" Cyclops began and all eyes turned to their leader. "We cant just abandon other countries that right now might be suffering, these guys have gathered in Tokyo, Wakanda, London, Moscow, Paris and New York. London already has the Captain Britain Corps and the members of the European super human task force, who are also covering Paris and every other major city in the European union, I got in contact with Alpha Flight, those guys are currently held up in Canada, but they sent a reserve team called Omega Flight to help the Russian military in Moscow as well as take down the ships in Tokyo"

"Comrade, I wish to go to the mother land and offer my assistance" Colossus, the Russian born powerhouse of the team said humbly.

"Of course Piotr, Vertigo and Wind Dancer will go with you!" Cyclops said. "Storm, you can go to Wakanda with Hellion, Rockslide, Dust and Shatterstar"

"Cyclops I would like to go to Wakanda!" Sunfire said and the others looked at him in surprise while Ororo blushed, embarrassed and flattered that her boyfriend would rather save her homeland than his.

"Very well, Jean, Nightcrawler, Surge and Mercury will go to Tokyo, while myself, Beast, Quinton, Psi-Lord, Noah, Elixir, Jubilee, Sword, Morph and Blink will go to New York"

"Hey aren't you forgetting two people?" Miguel asked, stepping into the room in a X-men uniform, followed by Karl, the prototype Omega-sentinel.

"Are you sure you two want to get involved with this?" Scott asked.

"Sometimes you just have to fight" Karl said.

"Yeah and I never did use the full offensive extent of my abilities against the Shadow King, this little war will be a good training session" Miguel said in his usual laid back attitude.

"I want to go to Genosha" Karl said and the other looked at him in shock.

"Very well Karl, Forge will equip you with the high speed rockets" Cyclops said dismissing the matter. "Ok X-men, the existence of mutants isn't the only thing at stake, but humanity as well so lets give it everything we've got out there"

* * *

The Skrull who had impersonated Natasha smiled as she slowly walked towards Aeon. The very ground shook with each step she made, Faith and Calvin stood in front of their friend, ready to die in order to protect him. She raised her fist, ready to crush them. But suddenly, a bladed chain wrapped around her neck, the spikes on it pierced her throat.

"WHAT ARE YOU WAITING FOR GO!!" Ronin yelled.

A red energy blast slammed into the Skrulls side and both Calvin and Faith looked to see US Agent running towards the Skrull, firing blasts of energy from his gauntlet. Ronin pulled as hard as he could on his chain, his strength increased by his desire to protect his friends. US Agent threw his shield, hitting the Skrull across her cheek. Aeon got up off the ground and slammed his energy fist into the Skrulls stomach. Calvin watched as the Skrull began throwing the heroes around, toying with them. Faith pulled on Calvin's sleeve, yelling for him to move. He watched every single move that the heroes made. Ronin threw shuriken while US Agent hit the alien with his electrified baton. Aeon jumped onto the woman's head, bouncing on it before jumping and kicking her across the side of her face. He then back flipped, grabbing a sword that Ronin threw to him and with his right hand he threw the sword into the Skrulls chest. Aeon then yelled as he fired a beam at the hilt of the sword, punching straight through the Skrulls chest and out the other end.

* * *

Bruce Banner walked through the deserted streets of the city, shocked by the things he saw. A city he rarely got out to see was in ruins, and worst of all Bruce could see the bodies of those who fought back, and were executed there and then. At first it was sadness, then it became anger. Then he saw the other heroes, fighting for their lives. Venom, Swordsman and Brute were punching around night Thrasher while Punisher and Crossbones were wrestling, both trying to shoot each other in the head. Meteorite held Scarlet Spider by his throat while Rhino stomped Rage's head into the ground. Bruce rubbed his eyes and grinded his teeth together. He leant against the wall, his body shivering.

"Hey what are you doing here?" two Skrulls asked, grabbing Bruce and slamming him into the brick wall.

"SCUM!" The other Skrull yelled, slashing Bruce across the face.

Images ran through Bruce's mind, a great nuclear explosion and a rampaging monster. Of heroes who sacrificed their lives, of a scientist who foolishly wanted to create a hero. His eyes and veins changed into a green colour and his body began shaking.

"You're making me angry!" Bruce growled

"What the hell is this human talking about?" One of the Skrulls asked.

"Lets just get him to the Arena" The other said.

"I'm afraid you wont like me when I'm angry!" A smile crept across Bruce's face as he began to change.

* * *

Ronin, US Agent and Aeon now lay beaten and bruised on the floor. The Skrull cackled and looked towards Faith and Calvin.

"I wonder whether you'll start fighting seriously when you look at our friends bodies" She cackled before walking towards Faith and Calvin.

'Damn, John, Shang, Sven, they're fighting and what am I doing? I cant stop shaking, cant stop sweating!' Calvin thought and he looked up at the gigantic Skrull. 'Move body, do something, what's this?' Calvin looked at his hands, they seemed different somehow.

The Skrull raised her claws then looked at the smile across Calvin's face. For a brief second she thought she saw his eyes glow red.

"Say woman, how many mutants do you have inside you?" Calvin asked.

The woman was taken aback by the question but answered "10, not that there's any point in you knowing!" she raised her claw then widened her eyes as Calvin's smile deepened.

"Thanks for the TIP!" he yelled.

Suddenly bat like wings burst out of Calvin's back, his muscles slightly expanded. His eyes glowed a fierce red colour, while his hands burst into flames. Calvin yelled as he grew a few inches taller. He took this moment of utter shock and punched the Skrull across the face, sending her flying into his house.

"Calvin!" Aeon said, struggling to get up off the floor.

Calvin looked at his hand and smirked before he grabbed Aeon's right hand and helped him up. The two friends stood there, as if they were swearing a silent oath and an unexpected thing happened. Aeon's right arm suddenly ignited and a bat wing burst out of his shoulder.

"Well, what do they call you?" Aeon asked, ignoring the sudden occurrence.

"Mimic!" Calvin said, smiling at his best friends laid back attitude.

"So how long has this been going on?"

"Around the time the Beast joined the Avengers, I had always suspected that I somehow gained an ability from my exposure to my fathers experiments, when ever I was around large crowds of people I felt great as if their strength and intelligence was mine, then I saw Beast giving some autographs to his fans. And I felt incredible, so I stayed and followed him around a while, but much to my shock I started growing bits of blue fur and I realised I could copy people's abilities, mutant powers included. Luckily I managed to switch off the Beasts abilities but then I realised I needed to be exposed to a mutant for a particular amount of time because I couldn't access his abilities again" Calvin explained before the Skrull yelled and shattered the rest of Calvin's house.

"Yeah lets catch up later, right now we've got some ass to kick!" Aeon said dropping into a fighting stance.

"Too bad she isn't the real Black Widow, we could have slapped that fine ass"

"Your such a pervert" Aeon shook his head.

Mimic smiled then widened his eyes as Aeon launched himself at the Skrull. Igniting his flaming fists, the left one blue and the right one red, Aeon began punching the Skrull, dodging each of her counter attacks with a strong flap of his single wing. Mimic flew into the fight, kicking the Skrull across the side of the face, and then he fired a beam from his eyes, slashing the alien across her chest drawing blood. The Skrull looked at the deep cut in shock then smiled as it healed.

"Healing factor!" Ronin took note as he drew a sword and Nanchaku.

"I think we're a little outclassed in this fight" US Agent said, throwing off his shattered riot helmet and putting on his mask.

"We both know it isn't about power!" Shang-Chi, the man behind the mask of Ronin smirked before running into the battle.

US Agent sighed as he charged as well. Ronin threw four Shuriken at the alien; they stabbed into the Skrulls back angering her. Aeon took this moment of distraction and slid across the ground, driving his foot into the alien's chest. He then stepped off of the Skrulls shoulder and threw a fireball at the woman's back. Ronin slashed with his sword, cutting the aliens legs off. She fell to the ground, screaming more in anger.

"I'LL SAVE YOU FOR LAST PATHETIC HUMAN!" She yelled.

"Yeah yeah yeah!" US Agent said lazily as he powered up his laser, blowing a hole through the alien's chest.

The Skrull super soldier spat her green blood onto the floor as her legs grew back and the whole in her chest slowly healed. She glared at the heroes and prepared to unleash the full extent of her powers.

"You pathetic humans!" she growled.

"Ready…" Aeon said.

"And…" US Agent said.

"POSE!" Mimic yelled and the four heroes posed in a heroic manner, like a team appearing on the cover of a comic book.

"YOU PATHETIC HUMANS!" The Skrull yelled.

"Well you certainly have her anger" The Skrull and the heroes turned their heads in the direction of the voice.

A hooded man stood on top of one of the house chimneys, his arms crossed with a smile across his face.

"YOU!" The Skrull yelled, pointing her finger at the man.

"Stay back kids, I'll deal with this the proper way!" The man said, forming a sword with energy similar to the type Aeon generated.

The hooded man jumped down from the house and threw off his coat, revealing the blue and silver uniform that all S.H.I.E.L.D. super soldiers wore. Sven was astonished to see the mans resemblance to himself while Shang-Chi looked at his friend in sympathy.

"Sven, meet Slade Reilly!" Shang said.

"Dad!" Aeon muttered in utter shock.

Slade turned his head towards Sven and showed a smile reminiscent of the one that Sven often showed. The man threw the box he carried to his son. Sven looked inside the box in shock. Inside it was a red and white costume, similar in its style to the second skin that appeared around Sven's body when he first became Ultimate. The mask only covered Sven's mouth, ears and nose as well as his neck. His trousers were no longer skin tight, but were instead a pair of white cargo trousers with red lines on them and metallic knee pads. The white gloves he wore had red lines travelling from the wrist to the tips of the fingers; they also had metallic knuckle guards. His long sleeved shirt was white with red lines gathering into a red kanji symbol that Sven recognised as the symbol for Heroism, the shirt also had elbow pads on them. He also wore a pair of white trainers with red laces and toecaps.

"Cool, thanks pop!" Sven said smiling.

"I promise after we've saved the city I'll take you, your mother and your sister out for the night, we'll be a family" Slade returned the smile before leaping at the Skrull.

Aeon nodded to the other heroes, he grabbed Faith and ran away from the battle. Once they had found a place to regroup, Sven put on his new costume minus his mask. He walked up to Faith and planted his hands on her shoulders.

"Faith I want you to stay here and keep yourself safe" Sven said softly.

"But what about you and your father?" Faith asked.

"We'll have our reunion later, and I'll ask him if we can take you on this day out as well"

"But I…" Sven interrupted Faith's speech as he kissed her.

Faith closed her eyes and relaxed under Sven's gentle touch. They separate and Sven smiled before putting on his mask and walking to the other heroes. Shang-Chi had removed his mask and shirt and now carried two Nanchaku on his belt. Calvin, as Mimic put on a pair of goggles and removed his jacket, showing off his well toned abs. John too threw away parts of his costume, the equipment belt and the night stick.

"ALL RIGHT LETS GO!!" Aeon yelled as he created a platform with his own energy.

The heroes jumped onto the disc and Aeon concentrated hard, flying them towards the city. Much to their surprise, they found that the Masters of Evil were already being decimated by the green and much loved Hulk.

"Wow, he's every bit as bad ass as I heard!" Mimic laughed.

"HULK SMASH SKRULLS! SMASH THEM FOR KILLING!!" Hulk yelled as he threw away the torn apart Ultimo.

The Hulk jumped into the arena, the tied up heroes then took this as their chance to break free. Daredevil punched the Squadron's archer while Stingray flew into Power Princess. The other heroes struck back, beating down the Skrulls and armoured agents around them.

"Unleash Hyperion!" The last of the Illuminate said into his radio.

The civilians also began to fight back, pushing and trampling any Skrull that got in their way. Hyperion flew through the streets of New York and smiled as he saw the fighting taking place. He then turned his eyes to the civilians and an evil grin crept across his face. His eyes glowed, but before he could fire, two missiles flew into his back. Hyperion turned his head and widened his eyes in shock.

"ALL RIGHT THEY'RE ALIVE!!" Speedball yelled as the familiar sound of the FF's Fantasticar echoed.

Before Hyperion could shoot the big, but nimble white aircraft down, the Hulk slammed into his back and dragged him down to the streets below.

"Glowing eyes attack rock monster, rock monster mine to beat up, mine! HULK SMASH GLOWING EYES!"

"Hey Hulk, that guy killed a load of innocent people, including a little girl and her dog!" Punisher called out to the Hulk, elbowing Crossbones in the mouth.

"HULK KILL HYPERION FOR GIRL AND DOG!!" Hulk yelled in pure fury as he punched Hyperion, creating a shockwave that shattered the glass around him and sending the alien flying through the air.

"IT'S CLOBBERIN TIME!" Thing yelled as he jumped off of the car and landed like a cannonball on a group of Skrulls.

"FLAME ON!" The Human Torch yelled igniting and flying towards the villains.

"SUE GET THE CIVILIANS AWAY NOW!" Reed yelled.

The Invisible woman put her hands to her head and formed a force field around the hundreds of civilians. With a large amount of concentration and power she had gained through years of practice, Sue began to float the civilians away from the area. Inside the Baron Zemo watched as the heroes battled with the modified machine men.

"Zemo, what are you waiting for get them!" The Red Skull ordered.

Zemo smirked under his mask "Its time I ended this charade" he said and held out his moonstone.

The Red Skulls looked at his hands and screamed as he slowly began to deteriorate. Outside lightning began to strike the Skrull ships.

"Hammer man coming!" Hulk whispered, before he resumed his favourite activity, pounding Hyperion into the ground.

Heroes and villains began to form a line, staring each other down as the X-men soon arrived. Suddenly a single bolt struck the front of the heroes' line. They looked in shock at the sight that befell them. Standing in front of the heroes was the Avengers, all of them alive and well. A moment after a yellow light appeared in front of the heroes and even the Avengers gasped as Captain America stepped out of the portal.

"I knew you wouldn't have died so easily cap!" Wolverine said.

"How did you guys survive anyway?" Aeon asked.

"Thor, he had seen our deaths and decided to intervene" Iron man said.

"What about Cap?"

"Baron Zemo, he was actually a spy working for Slade Reilly"

"My father?" Aeon asked.

"Sven is that you?" Steve asked.

"It's a long story but right now we've got something to do" Aeon smiled under the mask.

"Yeah your right, AVENGERS ASSEMBLE!!" Cap yelled and the heroes roared before they charged at the villains.

Next Chapter 19: Heroes vs. villains

* * *


	19. Chapter 19

Disclaimer: I dont own Marvel

* * *

Marvel Universe: Heroism

Chapter 19: Heroes vs. Villains

The sight of the heroes and villains battling could either be described as amazing or terrifying. Flyers took to the sky while those with super strength wrestled each other to the ground. Some of those with long range-based powers participated in a shoot out. Or they just got in close and fought dirty like the Punisher was, surprisingly kept his guns in their holsters and turned to using wrestling moves and pressure strikes to disarm the Skrulls and villains. Captain America threw his shield as hard as he could, beheading two Doom bots until it slammed into Sin's neck. The girl coughed and gasped for breath, clutching her bruised neck. Thor took to the air, towards the Skrull ships. The asgardian god slammed his mighty hammer into the hull of the ship. Iron man punched the Beetle across the cheek, and then backhanded the Green Goblin, who had tried to sneak up on him. The armoured warrior took flight and fired his chest beam, sending the Giant Atlas to the ground. Henry Pym, in his old Giant-man costume slapped two Skrulls away from him and merely brushed off the beams of energy that the Ultron copy fired at him. Spider-man kicked Hydro man across his face, then back flipped and thrust his feet into his Scorpion clone.

"Spider-man, Spider-man, does whatever a Spider can, spins a web any size!"

"And should really shut the hell up!" Wolverine growled, impaling a Doom bot.

Cyclops fired his optic ray, pushing Meteorite, Blizzard and Whirlwind away from him.

"HERE IT GOES!" Miguel yelled.

Suddenly the normally gentle mutant lit up, becoming a being of pure energy with long flowing hair and four giant wings. The light that he emitted seemed to make the heroes stronger as they pushed through. Mr Fantastic wrapped around Dr Doom, as well as stretching towards two-lamp post. Dr Doom was thrown out of the make shift slingshot, towards the Thing. Ben Grimm kissed his fist proudly, leaving an unconscious Victor Von Doom imprinted in the concrete.

"PAYBACK TIME!" Luke Cage yelled, running towards Gothica, who out of instinct immediately summoned the She-Hulk clone to defend him.

Echo swung her chain, wrapping it around Gothica's neck and pulling. Gothica was sent to the floor, and Maya drew her swords. The dark She-hulk turned her head towards her creator and lover, and this gave Luke the chance he needed. Gathering up all his strength he punched the clone in the head, sending her flying past Echo and crashing into an abandoned building.

"You fight him!" Dread Knight said to Whip Lash.

"No chance in hell am I getting hit by one of those" Whiplash said.

The two villains stared at Shang-chi as he swung and span around his two Nanchaku with amazing skill. What they didn't notice however was Deadpool standing behind them. The Merc with the mouth drew his swords and drove them through the villain's backs.

"Was killing them really necessary?" Jubilee asked.

"Well they were pathetic excuses for villains" Shang-chi muttered.

"WOOHOOO!" Jewel yelled in delight as she, Dark hawk, Gravity and the Human Torch flew, shooting down Skrulls.

"I though we came to earth to escape the Skrulls" Phyla sighed as she and her father punched and blasted their species greatest enemies.

Swordsman slashed US Agent across his chest, john clutched the deep cut, and blocked a stab with his shield.

"JOHN!" She-hulk yelled as Living Laser had shot a hole through John's shoulder.

Both She-Hulk and Aeon desperately tried to reach their teammate. She-hulk was punched away by Titania while Aeon's way was blocked by Brute. Swordsman raised his weapon, ready to finish off the boy. However Sword moved into the blades path, blocking it with his energy sword. Both weapon wielders slammed their blades together while Elixir crouched down beside the wounded US Agent. Mimic kicked the Red Ghost across the side of the head, and then impaled a Skrull with Wolverine's claws. Sword ducked under one of Swordsman's swings, then attempted to uppercut the man but found his wrist being cut by the more experienced Swordsman. The thief raised his blade but stopped when an arrow passed his head. Turning around, Swordsman ran towards Hawkeye, who continually fired arrows at his old mentor. The master thief blocked each arrow; Clint threw his bow to the side and ducked under one of Swordsman's swings. Both thieves threw away their weapons and engaged in hand-to-hand combat. Words weren't necessary as they exchanged punches. Blink kicked a Skrull across the face as they began ganging up on her. Mimic used Beasts powers to bounce over the villains and scoop Blink up in his arms.

"You know I can teleport" Blink said.

"But then I never would have had the chance to do this" Mimic smirked as he slapped Blinks ass.

"Oh your gonna pay for that!" Clarice said playfully.

* * *

Across the world, heroes were starting to fight back against the Illuminate invaders. In Wakanda the X-men flew around, blasting apart the Skrull ships while the Wakandan troops shot and stabbed the Skrull foot soldiers. Storm closed her eyes and massive hailstones and bolts of lighting began to bombard the capital ship. Sunfire fired a hole into the ship and flew inside.

"What the hell is Shiro doing?" Hellion asked.

Shiro yelled out as he set himself aflame and blew apart the ship from the inside.

"SHIRO!" Ororo screamed.

Sunfire flew out of the ship just as it crashed to the ground.

"You've got to admit Shatterstar, that was bad ass!" Rockslide said as he punched a Skrull across the face.

"Shut up Santo!" Shatterstar growled, slicing two Skrulls in half.

"WE CAN WIN THIS! PUSH THEM BACK!!" The Black Panther yelled as he and his troops, dressed in Vibranium armour marched forward.

In Tokyo, the members of Omega Flight and some of the X-men assaulted the Skrull ships. Nightcrawler spent his time teleporting around the city, moving civilians away from falling debris or using hit and run tactics against squads of super soldiers. Beta Ray Bill, a member of Omega Flight raised his hammer and smashed it against the side of the mother ship.

* * *

Back in New York, the Machine men arrived to back up the villains. Cyclops fired his optic blast, cutting one of the machine men in half. Psi-Lord used his telekinesis to throw Wolverine at the machine men. Elixir ran to US Agent's side and pressed his hand against his wound, using his powers to heal him. US Agent got up off the floor and looked to see Hawkeye losing the advantage in his fight with Swordsman. John threw his shield, slamming it into Swordsman's face. Hawkeye then took this chance to kick Swordsman in the stomach, and then bash him across the back of the head with a stone.

"Thanks for the help kid!" Hawkeye said, loading a crossbow he carried on his leg.

"Don't thank me, thank the golden boy here" US Agent said.

Iron Man slammed into a machine man, tearing its head off and blasting another in the chest. Mockingbird wrapped her legs around a Skrulls neck, broke it then threw the Skrull away. Fury and Dugan led the remaining 20 S.H.I.E.L.D. agents, shooting at approaching super soldiers.

"Fire disarming shots, if you don't I'll personally kneecap you!" Fury said firmly.

Aeon punched Nighthawk across the side of the head, then looked to see Hellfire flying towards him. He widened his eyes in shock as the girl tackled him to the ground.

"Listen as much as I like you I'm afraid I'm tied down at the moment, and I'm just not the type of guy to break up with his girlfriend for no reason!" Sven said as he pushed Hellfire off of him.

"Yeah but once Enchantress is done with you, you wont have a choice" Hellfire giggled.

Aeon turned around and was just about to fall victim to the Enchantress's hypnotic kiss. But suddenly Jubilee shot Enchantress from behind, knocking the woman out.

"If having a villain hypnotise me is your way of asking me out then you must not have many friends" Aeon said.

"I have friends" Hellfire whispered. "Loki and Enchantress"

"They don't care about you, they're only using you to get what they want, do you really think that people who would fuel all this chaos and whose only goal in life is to make people suffer are worthy of being friends?" Aeon asked.

Hellfire looked down at the ground, confused over her crush's words and the words of those who had showed her kindness. She was unable to think it through, as a blade pierced through her chest.

"NO!" Gekido yelled as Wraith pulled his gun blade out of the girl's chest.

"MIGUEL WE NEED SOME HELP HERE!" Jubilee yelled frantically.

Miguel punched the Abomination away from him then flew to help Aeon and Jubilee. Wraith changed the barrel of his gun into a whip and swung it at Aeon. But the line was grabbed by Nova.

"YEAH CAUSE THE GUN MAKES YOU MORE POWERFUL DOESN'T IT!!" Nova yelled, pulling the former Quasar towards him.

"Well the cloak certainly makes him more bad ass" Morph sniggered.

Spider-man kicked task Master across the side of the head, then turned his attention to Venom.

"THIS TIME I'LL KILL YOU PARKER!" Venom yelled as he tackled Spider-man and smashed him into a wall.

"NO BROCK! HE'S MINE!!" The Green Goblin yelled.

"GET A HOBBY!" Spider-girl yelled, kicking the Goblin off his glider.

"Already got one, its tormenting your boyfriend there" Norman smirked as he reached into his bag and threw a pumpkin bomb at Spider-girl.

The red haired girl shot a web at the bomb and threw it back at Norman. Before the man could curse his stupidity the bomb exploded, sending him flying into the other villains, screaming and clutching his burning skin. Spider-man kicked Venom off of him, and gathered all his strength into a punch that sent Venom flying into one of the buildings. She-Hulk punched Titania in the stomach, then grabbed her by the hair and threw her into the air. Sue Storm created an invisible hammer, and with one mighty swing Titania was sent flying into the ocean. The Thing punched Blastaar one last time, knocking him out of the fight. Cyclops grinded his teeth together as he shot one Machine man after another.

"They keep coming and coming" he whispered to himself.

A super soldier jumped at Cyclops, but a white energy blast flew past the X-man's head and slammed into the super soldiers chest. Cyclops turned around and looked upon the team known as X-Factor, which was led by none other than his brother Havok.

"Alex!" Cyclops said bitterly.

"Scott!" Havok said with equal bitterness in his voice.

Warpath, Havok, Polaris, Wolfsbane and Gambit ran into the fighting. Miguel had just landed and placed his hands on Hellfire's wound. Peaceful music played as he began healing the girls wound.

"She'll be ok, you'd better get back into the fight!" Miguel said and Aeon nodded his head.

Aeon picked Jubilee up and jumped towards the fighting. He landed on Abominations head; Jubilee shot Meteorite in the head before jumping out of Aeon's arms. Aeon jumped up, changing his right arm into the Things rock fist. The hero punched the Abomination across the face then shot him in the chest with an energy wave. Captain America tripped one of the Ultron robots up then beheaded it with his shield. The old soldier panted and huffed, for the lengthy battle was starting to take a toll on his body.

"Cap, you should get out of here, leave the last of the illuminate to us" Iron man said.

"No Tony, I can't give up like this, our numbers are low and you need all the help you can get" Captain America said, before running straight back into the fighting.

"Damn it, we kick them down and kick them down but they still keep coming!" Darkhawk growled in anger.

"Watch out, here come another wave of Skrulls!" Night Thrasher said.

"Look on that rooftop there, who the hell is that?" Jolt asked, pointing his finger to figure standing on the rooftops.

Cap looked up and widened his eyes in surprise, a man he hadn't seen since world war two. His appearance was no different, he hadn't aged a day, his slick hair was still black and his abs were even bigger.

"My cousin is dead because of these scum, for that I will never forgive them, IMPERIUS REX!!" Namor the Submariner yelled as he jumped off the rooftop and flew at the Skrulls.

Spider-man lay bruised and battered beneath Venom's foot. The symbiote licked his chops as he picked up the smaller boy and moved his head towards his mouth.

"I DON'T THINK SO!!" Scarlet Spider yelled, jumping on Venom and banging his head.

Spider-girl and Spider-woman both shot webs at Venom's back and pulled as hard as they could. Scarlet Spider jumped off of the villain as he tumbled to the ground, he landed next to Peter and helped Tarantula pick him up.

"Thanks for the help guys" Spider-man thanked his clones.

"No problem besides Ollie wanted some payback!" Tarantula said.

Peter looked and saw Ollie Osnick, dressed in casual clothing along with his harness. The Steel Spider marched towards Venom as he rose off the ground.

"IT'S PAYBACK TIME!!" Ollie yelled.

Steel Spider slashed Venom across the back with one of his tentacles. Then he fired a volley of spikes from another. Venom cried in pain as the spikes had stabbed into his eyes. As Venom lashed out manically, Steel Spider jumped up into the air, using his tentacles to crawl on the wall. Venom's eyes had regenerated, only for him to receive a venom blast straight in the face from Spider-woman. While the villain was blinded, Tarantula ran in and began punching him in the stomach. Tarantula back flipped away from Venom as he slashed at him. Spider-man and Spider-girl tied Venom's legs up, and then pulled on their web lines, sending Venom crashing to the ground. Scarlet Spider finished up by firing his impact webs and sticking Venom to the ground.

"Idiots, we can break out of this" Venom growled.

"You took something from me Brock, I should return the favour" Steel Spider said.

One of Steel Spider's tentacles opened up, revealing a Stark made sonic blaster. Venom let out an ear-piercing scream as Steel Spider fired the sonic blaster. The Symbiote began to weaken, parts of it oozed through the webbing, while Venom's face melted, revealing Eddy Brock. Eddy fell unconscious from the separation, while the rest of the symbiote squirmed away, possibly to die somewhere.

"REVENGE IS SWEET!" Ollie yelled.

"Good for you, NOW WOULD YOU HELP ME OUT HERE!" Deadpool yelled, being set upon by a squadron of winged Skrulls.

"Marvel boy to the rescue!" Justice said, smiling as he separated the Skrulls with his TK.

* * *

Hyperion had suffered so many hits to his chest that he had actually started coughing out his own blood. He had been so used to dealing with opponents he could easily defeat that he never once thought he would lose, especially to a mindless beast like the Hulk.

"Hulk smashed up Hyperion, Hyperion not gonna move anymore!" Hulk said calmly, standing over Hyperion's bloody body.

"You fool I'm invincible" Hyperion growled.

"The madder Hulk gets the stronger he gets, so Hulk always the strongest" Hulk said, he stomped Hyperion's head once more before jumping towards the Skrull ships.

Hyperion lay on the ground for a moment, before he heard footsteps coming towards him. He also heard a heartbeat that unlike every other heartbeat he had heard was disturbingly steady. Hyperion looked up and gasped, the man standing over him wore a black mask with red eyes lenses; he wore a black, sleeveless muscle shirt with urban camouflage trousers and military boots. His hair was starting to grey but this was definitely the man he had been sent to kill long ago.

"Soldier!" Hyperion growled.

"Tell me Hyperion, do you remember what it was like to have your eyes ripped out?" Soldier asked as he brandished his combat knife.

Suddenly much to the masked mans surprise, Power Princess grabbed his wrist and squeezed hard. Soldier felt the bone of his wrist crack, but he kept in the pain. With amazing speed he reached into his pack and pulled out a metallic disk. The disc latched onto Power Princess's hand, administering an electric surge that forced Power Princess to the ground. Soldier grabbed his pistol and loaded a magazine into it, suddenly an arrow flew into his shoulder.

"Your getting slow old man!" The Golden archer laughed as he aimed his bow and arrow.

The archer released the three arrows, but with amazing skill and aim, Soldier shot down each missile. Soldier was suddenly struck across the cheek, and he knew that the speedster was toying with him. He took aim with his pistol, but when he pulled the trigger he found that it was jammed.

"Lets see you shoot people now" The green costumed woman giggled.

"Your still a despicable woman Arcanna!" Soldier said.

"Foolish old man, you must be in your mid fifties or sixties at the most, we have kept our youth since the seventies" Power Princess said, tearing the electrical device off her hand.

The Speedster punched Soldier across the face before running round the world once more.

"These people kept their youth by staying in stasis, you kept your youth by murdering innocent people" Soldier said emotionlessly as he got up off the floor, only for an arrow to strike his back.

"If only Nuke were here to enjoy this, instead he runs away saying he doesn't want a part of this anymore" The Archer scoffed.

Once again the Speedster hit Soldier in the face, this punch actually smashed one of his lenses, revealing a pair of brown eyes.

"QUIT TOYING WITH HIM BLUR AND KILL HIM!!" Hyperion yelled.

Soldier yelled as he stuck his arm out, the Speedster ran into the arm, stopping as if he had hit a brick wall. The masked man yelled in pain as the force of the speedster running into his arm had dislocated it.

"Damn, that one will hurt in the morning!" Blur said, shaking his head at super speeds.

"I wonder if Arcanna can decrease the probability of this hitting her" soldier said out load.

Shocked by his statement, Arcanna was distracted enough for Soldier to make him move. The masked man threw his combat knife, stabbing Arcanna's head. Soldier then drew another gun from his right holster and shot Blur in the head. The Archer fired at Soldier, who rolled to the side. Power Princess grabbed Soldier by the neck and lifted him off the floor. Suddenly Soldier sprayed the woman in the face with a black gas substance.

"I think it's time you had a taste of what old age feels like" Soldier said.

Power Princess looked at her hands in shock, as they were slowly beginning to wrinkle and deteorite. The woman unleashed an ear-piercing scream as she turned to dust.

"ZARDA!" Hyperion yelled, "What did you do to her?"

"Did you seriously think the government would recruit her and not create a means to kill her, a simple formula to strip her of her powers put into an aerosol form" Soldier explained, before ducking under a blow from the archer.

Soldier shot the archer in the stomach, and then to finish him off the masked man fired one more shot into the archer's head. Hyperion struggled to get up off the floor and concentrate energy into his eyes.

"You fought you were invincible, that you were superior to everyone on this planet, well I've got news for you Hyperion, just because you have powers doesn't mean you superior to anyone, Hulk proved that!" Soldier explained as he walked towards Hyperion, loading a crossbow with what Hyperion assumed to be an Adamantium bolt.

"Wait please I beg of you, give me a chance, I can become a hero, if one of your healers heals me I'll even help you fight the rest of the villains" Hyperion whimpered.

"Hulk most likely left you like that so you could think about your life and all the bad you've done, but I wont do that, I'll finish the job I should have finished when I took your old eyes in the seventies! Superior doesn't exist Hyperion, tell everyone in hell that!" Hyperion's cries were left unheard as Soldier pulled the trigger.

* * *

"OK EVERYBODY IT'S TIME WE BROKE THROUGH!" Cap yelled.

Cap led his team consisting of himself, Iron man, Tigra, Goliath, Hawkeye and Aeon towards the arena. However, Aeon suddenly noticed something pulling on his leg. He looked round and gasped as he saw a black tentacle tied around his left foot. Before Aeon could say anything he was pulled away from the fighting and onto one of the rooftops. Sven got up off the floor and looked to see Deathblade standing in front of him, waving his scythe around.

**"AEON IT'S TIME WE FINISHED WHAT YOU STARTED IN NEW YORK! FIGHT ME NOW!!"**

Next Chapter 20: Slade vs. the Mimic Skrull

* * *


	20. Chapter 20

Disclaimers: I dont own Marvel

* * *

Marvel Universe: Heroism

Chapter 20: Slade vs. the Mimic Skrull

Slade reviewed the situation he was in right now. The Skrull who impersonated the Black Widow wasn't a lowly grunt, but a Super Skrull. Worst of all this Skrull had the ability to steal super human abilities as well as people's life force. So letting her get a grip on his bare skin was out of the question. The S.H.I.E.L.D. agent focused and formed a thin barrier around his body, only to protect himself from the Skrulls draining techniques. A scorpion tail burst out of the Skrull's spine, and then her talons changed into liquid metal blades. Slade clapped his hands together before slamming his right hand into the ground, a cylinder shaped barrier appeared around the two combatants.

"Your still weak, your still only focused on saving lives aren't you?" The Skrull asked.

"Say what you want, I'll only be killing one person today!" Slade said sternly.

He pointed his finger at the Skrull and fired a thin beam of energy. The Skrull took to the air, however her expression turned to one of horror as spikes stretched out of the barrier wall. One of the spikes pierced through her right wing. She yelled in pain before tearing the wing off. The Skrull ran at Slade, who formed a sword of energy. Slade jumped up just as the Skrull lunged her stinger at him. The Skrull screamed in pain as Slade had chopped off her tail. She roared and spat fire out of her mouth, but Slade instead gathered up all the energy from the barrier he set and changed it into a massive blue orb. The fire slammed against orb, the intense heat burning the grass beneath it. Slade thrust his hand forward, launching the orb like a missile. As the Skrull raised her arms up to block the projectile, the Orb broke apart into hundreds of drill like missiles, the missiles flew past the Skrull but then flew back round and slammed into her back. The Skrull's blood dripped onto the grass, she yelled in anger at Slade whose face remained emotionless.

**Triskelon, 19 years ago**

A bash of fresh young S.H.I.E.L.D. recruits stood in front of their instructor. They were thus chosen because of they shined in their previous military forces. There were former Navy seals, Delta Force members, Air force pilots and even common soldiers who had shined during their tours of duty. A smile crept across the instructors face as she analysed her new recruits, all young and strong, exactly how she liked them. The African American man beside her though shared a different face.

'A bunch of pretty boys' He thought as he flexed the fingers of his arm, which was covered by an astonishingly large green robotic gauntlet.

"ALL RIGHT LISTEN UP BOYS MY NAME IS JOSEPH GREEN HOWEVER YOU WILL REFER TO ME AS SIR OR SERGEANT UNDERSTAND!!" The man yelled with authority.

"SIR YES SIR!" The recruits yelled.

"THIS WOMAN BESIDE ME IS VETERAN AGENT NATASHA ROMANOFF THE BLACK WIDOW...SILENCE!!" He yelled again as he heard murmurs amongst the line of recruits. "SHE HOLDS MORE AUTHORITY THAN ME SO IF SHE TELLS YOU TO COME ON AN INCREDIBLY DANGEROUS MISSION WITH HER YOU DO IT! IF SHE ASKS YOU ON A DATE YOU GO ON IT IS THAT UNDERSTOOD!!"

"SIR YES SIR!!"

"I thought a date would be the incredibly dangerous mission" Joseph heard a sly remark from a blonde haired recruit.

The Drill sergeant walked towards the young man and looked at him straight in the eyes.

"WHATS YOUR NAME SON!!" He demanded more than asked.

"Slade Reilly sir!" The young man spoke with confidence.

'A cocky one huh…this business has no need for foolishness, Joseph will break him' Natasha thought.

"EVERYONE PAY ATTENTION!" Green yelled and the recruits looked out of the corner of their eyes. "THIS GUY HAS VOLUNTEERED TO SHOW YOU ALL WHAT HAPPENS TO OVERCONFIDENT BUGS WHEN THEY'RE UNDER MY COMMAND!!"

"Please during my tenor in the Seals I discovered a hidden Hydra base"

"MY TWO YEAR OLD COULD BEAT HYDRA!!"

"Took them down, on another mission I also went against orders to blow apart an Aim war machine instead of waiting for S.H.I.E.L.D. to get there"

"OH SO YOU'RE THE SLADE REILLY WHO DOESN'T FOLLOW ORDERS!!" Green seemed to have been listing up a few reasons to make Slade's training as hard as possible.

"Did my superiors mention that I got out of their without loosing a single man?" Slade asked.

"…That part they failed to mention" Joseph said, astonishing Joseph with his rare calm presence. "So tell me Slade under your command exactly how many men have you lost?"

"I've been on fifteen missions and in those missions I've only lost two people"

"And why only two?"

"Not to brag sir but I just focused on saving the lives instead of shooting the targets" Slade said with a small grin.

"EVERYONE LOOK AT THIS MAN FOR HE MIGHT BE THE ONE WHO SAVES YOUR LIFE!!" Joseph yelled.

And indeed a lot of the recruits there had their lives saved by Slade. Even the Black Widow had been saved and Slade was quickly given his own batch of recruits to lead and train. He was the best agent S.H.I.E.L.D. had produced until he disappeared after project Aeon's failure.

**Present**

Slade held out his arm and began gathering electricity and energy into a blade shaped barrier. The Skrull roared as she ran at Slade, the former agent of S.H.I.E.L.D. merely jumped and slashed at the Skrull. Slade landed on the ground and squeezed his hand into a fist just as the Skrulls head fell off.

"I knew the real Black Widow, you may have more power than her but you weren't better than her, she didn't betray her country because she had a better deal with S.H.I.E.L.D. she betrayed her country because she knew that the person running her country at the time were creating a weapon that could destroy a country and kill innocent people, she loved her country but she wasn't prepared to become a murderer, so she became a double agent" Slade paused for a moment before turning to the Skrull's head "She became a turn coat but she did it for the right reasons, unlike you and that's what made her better than you"

"Just wait until I regenerate, you wont be so smug for long" The Skrull growled as her head began to reattach itself to her body.

"I'm not smug, I'm merely stating facts" Slade said as he slowly began to raise his hands.

The Skrull gasped as a ring of energy had appeared around her.

"Another fact is that this attack will destroy you" Slade said emotionlessly.

Before the Skrull could curse the pillar of energy, which reached as far as the skies, consumed her. Slade fell to his knees, panting.

"That was for you Natasha, now I've got to help Sven and the other heroes" Slade as he got up off the floor with determination in his eyes.

Next Chapter 21: Aeon vs Deathblade, the true power revealed

* * *


	21. Chapter 21

Disclaimer: I dont own Marvel

* * *

Marvel Universe: Heroism

Chapter 21: Aeon vs. Deathblade, the true power revealed

"Ultimate is that you?" Aeon asked, staring at the black armoured warrior standing in front of him.

**"You don't have to worry about me copying you anymore Aeon, I've gained power of my own, I am Deathblade!"**

Aeon looked at Deathblade and shook his head; he then turned around and began walking away. Deathblade swung his blade and launched a wave of dark energy at Aeon. The energy brushed past Aeon's cheek, he touched the cut it had given him and looked in horror at the building it front of him. It was so sharp and powerful that the energy wave had cut at least a quarter of the already ruined building off. Aeon turned back around to face his rival.

"Listen Deathblade I heard about your actions so far and what your doing isn't helping, we have no idea what this guy is planning but it must be something terrible" Aeon said.

**"I already know what the Skrull is planning, I have seen him through the memories I gained from Elemental, and from the Skrull that impersonated the Black Widow I know what he intends to do with the earth"**

"Then why are you fighting if you know what he's trying to do?"

**"I ALSO KNOW HIS TERRIFYING POWER! He not only enslaves worlds, he converts people into his own private army, Phalanx he calls them, and these "soldiers" are just as terrifying as he is"**

"So that's it then, your giving up because of that, I expected someone like you to be better than that" Sven said in disgust.

Deathblade lunged forward, grabbing Aeon by the throat.

"**WHAT THE HELL DO YOU KNOW ABOUT ME!!"**

Aeon cringed under Deathblade's grip, but as always he wasn't swayed.

"Its true I could never understand what you've been through, having parents that never gave a damn about you, all your life thinking why did it have to be me, why couldn't I have the life another person did…wondering how you would have turned out with parents who loved" Aeon began, looking Deathblade in the eye.

Deathblade's mask came alive and revealed Cade's real face. Aeon moved his hand towards his mask and pulled it down.

"And then you've been given the power to make anything possible yet that power failed and left you, and worse it was to a pampered punk who will never understand you. But none of that matters now, someone's trying to threaten our planet, destroy our race. And all's your doing is standing back and saying "oh well it had to end sometime""

"YOU DON'T KNOW ANYTHING!!"Cade threw Aeon through the window of one of the buildings.

The scythe wielder floated into the office, kicking and throwing aside the desks and files that blocked his way. Much to his surprise, Sven got up off the floor with even more determination on his face. Gravity, Ant-man, Jewel and Darkhawk flew towards the two super humans, until Captain Marvel stopped them.

"Cap, get out of the way, Aeon needs our help" Jewel said.

"No, he's trying to get through to this Deathblade character, leave them be!" The Kree Warrior said firmly.

Deathblade began walking towards Aeon, brandishing his scythe. Aeon ducked under one swing; then side stepped to avoid another. Dark flames surrounded the blade as the wielder swung again. Aeon blocked with a barrier surrounding his arm, then punched the unmasked Cade across the face, sending him falling onto a few books and boxes.

"I don't care what happens to me, I don't care how much I suffer, how much I lose, I'll keep on fighting and saving lives. Fury and other people tried to determine what heroism is, they tried turning super humans into soldiers, but that's not what we are, we aren't organic smart bombs, we are sentient beings who have the right to decide what we're going to do with our life. You've chosen to do as you please haven't you, killing anyone who you feel deserves it. And I've chosen to save lives and fight super villains who threaten them. Heroism isn't something that can be defined by geniuses like Richards of Stark, it varies from one individual from the next, there's no right way to save lives, and sometimes they require sacrifice. I'LL SACRIFICE ONLY MY LIFE IF I HAVE TO SAVE SOMEONE! I'LL FIGHT ANY OPPONENT WHO THREATENS THIS PLANET!!" Aeon yelled. "I don't care how strong they are, I don't care how evil or good the people I save are and I don't care what happens if I do or don't save them! ALLS THAT MATTERS TO ME IS THAT THEY LIVE IF WARS CONTINUE THEN I DONT CARE SO LONG AS THEY LIVE!!"

"How can you save lives and defeat villains if you don't even know what your powers are?" Deathblade asked.

"I think I know what my true power is, the energy manipulation, the second skin and mimicking abilities were just phases towards my real power" Sven said, staring at his hands.

Cade got up off the floor and covered his face with his second skin mask. The two stared at each other for a moment, before Aeon began walking to the edge of the building. Deathblade rested on his scythe and sighed.

"**We'll see if you have got what it takes to become a hero, fool!" **Deathblade made his scythe disappear before crossing his arms.

Gravity and the other heroes gasped as Aeon jumped off of the building.

"Can he fly?" Ant-man asked.

"No he can't…AEON!!" Gravity, Darkhawk and Jewel flew after Sven.

Sven closed his eyes 'I want to be a hero…I want to be a hero…I want to be a hero' he thought over and over again.

The young teen was inches from touching the ground before he opened his eyes. Suddenly a bright light shined, forcing the other heroes to stop and cover their eyes. A figure flew out of the light, sporting the same red and white colours as Aeon, his muscles were bigger. A Japanese symbol for heroism was emblazed in the middle of his chest, surrounded by a glowing red circle, which separated into lines than ran down to his knees and broad shoulders. His eyes were wide and red like the lenses of a mask, the second skin mask covered his entire head and a bit of white hair stuck out of the back of his head, the figures hands were like black armoured gloves and a black cloth like substance was wrapped around his elbows, knees and shaped like a V near his hips. The white part of his second skin looked more like armour than anything else.

"**I finally found what my true power is, Gravity, Jewel, Darkhawk, all of you focus on saving the earth, on what heroes should focus on…for I am FUSION!" **The figure yelled.

Realising that the hero standing before them was the one who tried to teach them what heroism was, the three heroes flew close to Aeon and thought about what they truly wanted to do.

'Save lives!'

The three heroes flew close to Aeon as his white armour began to glow, they fought about what true heroism meant. Suddenly Aeon exploded in a bright flash of light, consuming Gravity, Jewel and Darkhawk. Captain Marvel and Ant-man covered their eyes then stared in shock at the being that flew out of the light. It was Aeon, however his armour was now a dark blue and white like Darkhawk's and Gravity's costumes, his shoulder guards were pink and shaped like diamonds, a pair of steel wings also stretched out of his back, his eyes were yellow like the lenses from Gravity's goggles and a beak shaped helmet like Darkhawk's covered his head.

"Aeon!" Mar-vell said.

"**Fusion, Aeon whichever I don't really care about names anymore" **Sven said.

Sven looked towards the Stadium and saw a blast of purple energy cut through the roof. The hero took off towards the arena, numerous Skrulls and super soldiers blocked his path but that didn't sway him. Aeon cut one of the machine men in half with his wings, then blasted away three Skrulls with Gravity's powers. The young hero then grabbed a super soldier by the arm; span around and hammer threw the young man into a group of Ultron androids. Ant-man and Captain Marvel followed, the Kree warrior punched and kicked away any Doombot or Super soldier that was foolish enough to approach. Scott spoke into his helmet, ordering thousands of ants to swarm upon a group of Skrull warriors, distracting them at least. Gothica flew into Aeon's path, his eyes glowing a silver colour.

"I don't know what you are but you've got plenty of darkness to use" the Goth giggled.

"**SEPARATE!!" **Aeon yelled.

Suddenly Aeon created the bright light again, returning to his normal form. Too surprised by the turn of events, Gothica had no time to react as Jewel and Gravity grabbed his arms.

"Four minds in one body might be easy, but separate those minds and it becomes harder!" Darkhawk said as he punched Gothica in the chest.

Jewel threw Gothica towards the ground, and Gravity used his powers to increase the gravity around Gothica. Gothica's slammed into the ground like a meteor, leaving a crater beneath him. The young heroes saluted Aeon as he kept flying towards the arena. Even as Super soldiers grabbed him, Aeon kept on flying; even with Loki floating over the Arena Aeon kept on flying. Suddenly an optic beam flew into Loki, pushing him into a ruined building. Aeon threw the super soldiers off of him and looked to see Mimic on one of the rooftops, with muscles as big as Warpath's, fur like Wolfbane's and claws like Wolverine's.

"GO FOR IT AEON!!" Calvin yelled and Aeon gave his best friend the thumbs up before punching a hole through the arena roof.

The Avengers looked up in surprise at Aeon's new form, the last of the Illuminate looked mildly impressed, merely watching the heroes fight with his black armoured guards. Stingray blasted one of the guards in the chest while Daredevil smacked another round the back of the head with his Billy clubs. Captain America threw his shield, beheading three Ultron robots before he began running towards the Illuminate. The man got up off his chair as his ears pointed out, three lines appeared on his chin and most remarkably of all his skin changed purple.

"What the hell, since when were Skrull skins purple?" Hawkeye asked and Goliath shrugged his shoulders.

The Skrull pointed his finger at Captain America, firing a beam out of the tip of his nail. Aeon flew into the path of the beam, to his surprise the beam pushed both him and Cap into the wall.

"**Damn I actually thought that was weaker" **Aeon said.

"Sven is that you?" Cap asked.

"**Yep!" **Aeon said.

Tigra yelped in delight and jumped on Aeon, licking his cheek.

"John's got a thing for older women and now this kid could be a beast, what next an incest relationship?" Hawkeye wondered out load.

"Well there are rumours about Magneto's kids!" Goliath said as he batted away three Skrulls.

* * *

In Genosha both Quicksilver and the Scarlet Witch sneezed.

"PUSH THEM BACK MY BROTHERS!!" Magneto yelled as he used various metal spikes to impale the Skrull invaders.

The whole island of Genosha was quite literally an army, flyers flew around the skrulls mother ship, blasting and bashing its hull. However the mutant nation lost its advantage as soon as the machine men, which were similar in their design to sentinels. The machine men had equipment and armour that neutralised some of the mutant's powers. For Magneto they had counter magnets, effectively making his powers useless against them. One of the machine men aimed its cannon at a group of young mutants hiding amongst the rubble of one of the buildings.

"NO!" Magneto yelled as he desperately flew towards the youths.

But Magneto wasn't fast enough, yet unlike the other Brotherhood members he never gave up hope. Suddenly before the machine man could fire, two missiles flew into its head and arm, blowing both parts to pieces. The mutants looked into the sky to see the Karl Griffon, the Proto-Omega sentinel. A yellow light glowed on the X on his chest and suddenly all the Machine men turned their attention towards him. All of the machine men surrounded Karl, but his X changed to a blue colour and Karl unleashed one of Forge's inventions. An EMP pulse combined with the Omega Sentinel's advanced technology not only deactivated the sentinels, but also blew them apart. All that was left was for Magneto to create a magnetic barrier to protect the citizens of Genosha.

"Please don't thank me!" Karl said seriously as he turned his attention to the Skrull ships.

He used his advanced sensors to detect where the most Skrulls were stationed; he found one point where a large number of Skrulls were working. Karl fired a massive repulsor ray at this one point, which turned out to be the bridge. With no one left to pilot it, the massive machine was sent toppling into the ocean. The mutants looked up at the one who had saved them, and most began to mutter doubts on whether or not the humans were what Magneto claimed they were. With out any thanks Karl flew off.

* * *

In New York the battle between the super heroes and the villains reached its climax as the Punisher finally managed to shoot Crossbones kneecaps.

"All right, everybody lets go help Cap!" Luke Cage said and the other heroes nodded their heads.

Aeon got up off the floor and looked towards the last of the Illuminate, ignoring the various Skrulls gathering in front of him. Suddenly black energy consumed the Skrulls and the heroes looked up. Deathblade floated above them, spinning his scythe over his head. The anti-hero landed beside Aeon, keeping his eyes locked on the last remaining enemy.

"**This doesn't mean I've given up on kicking your ass!" **Deathblade growled.

"**I wouldn't have it any other way!" **Aeon said nodding his head.

"You fools, you truly think you can stop me from converting every single one of you into a member of my Phalanx army?" The Illuminate asked.

The heroes merely stood there, staring at the Skrull defiantly as he got up off his chair. Tigra and Stingray flinched as the man ripped off his hair. Suddenly the man began to grow in size, standing at least ten feet over the heroes, his muscle span also increased and his facial expressions became more fierce. A fierce aura of purple energy began to surround him and his eyes also glowed a purple colour.

Everyone got into a fighting stance as the Skrull roared "IT IS TIME FOR YOU ALL TO FACE THE TRUE RATH OF THANOS!!"

Next Chapter 22: The Final battle

* * *


	22. Chapter 22

Disclaimer: I dont own Marvel

* * *

Marvel Universe: Heroism

Chapter 22: The Final battle

Thanos towered over the heroes, his eyes glowing fiercely and his muscles bulging. While Tigra whimpered the other merely had nervous looks on their faces, except for Deathblade and Aeon.

"**Wow a purple Skrull with hulk like abs, you were right Deathblade this guy is terrifying" **Aeon said sarcastically.

"**Actually now that I've seen him in person he looks about as scary as a box full of kittens" **Deathblade sighed, resting his scythe on his shoulder.

"Avengers…KICK HIS ASS!!" Cap yelled.

The Heroes ran at Thanos, a smile crossed the ancient Skrulls face as he suddenly roared. Much to their surprise the roar unleashed a sonic wave, which sent the heroes flying back. Iron man smashed through the wall while Daredevil flipped in midair, landing smoothly on his feet. Deathblade flew at Thanos and slashed his shoulder. Thanos growled in anger, grabbing the pole of Deathblade's scythe and punching him in the chest. Captain America threw his shield, which smashed into Thanos's jaw, stumbling back slightly this gave Aeon his chance to fly up to Thanos and punch him in the stomach.

"Fool!" Thanos said smirking as purple flames surrounded his abs.

With one punch Aeon was sent flying into Deathblade and straight through the wall of the arena. The other heroes soon gathered out side and stared in shock as the two rivals landed in front of them. Aeon got up off the floor and offered his hand to Deathblade. Cade slapped his hand away and leant on his pole blade to get up. Suddenly a purple beam tore through the wall of the arena, pushing into the gathered heroes. The Avengers were also thrown out of the arena and Thanos merely laughed as the heroes attempted to get up.

"Pathetic weaklings, the heroes of other planets did better than this" Thanos said.

"Hey Thanos, did you notice any heroes missing?" Cap asked smirking as Thanos widened his eyes in surprise.

"IMPERIUS REX!!" A voice yelled out above Thanos.

Namor cupped his hands together and smashed Thanos's head like a hammer on a nail. The Atlantean king had actually hammered the ancient alien into the ground. Iron man got up off the floor followed by the Punisher, Cyclops, Stingray, Living Lightning and the Human torch. They fired at the stuck Thanos who yelled more in anger as he was burned, stung, pelted with bullets and struck with energy beams. The Skrull roared, as his fiery aura grew more intense, dissolving the road that held him and acting as a barrier against the heroes assault. He slapped Namor into one of the buildings, and then fired an energy beam at the Human Torch, burning his chest and sending him falling to the ground. Sue skidded towards her brother and blocked one of Thanos's rays with her force field.

"Oh my god, WE NEED A HEALER!!" Sue yelled.

Miguel picked the worn out Elixir up and flew him to the wounded. Elixir immediately got to work on healing Johnny, while Miguel flew with Mimic, and Luke Cage and Demolition man who both ran towards Thanos. Demolition man jumped up and punched the alien across the cheek. Mimic swept in and applied a harder punch to the same cheek, then traced Cyclops's optic blast across Thanos's chest. Miguel then finished up blasting Thanos at point blank range with a concussive blast. Before Thanos could recover Luke slammed his fist into the aliens chest, being the first to draw blood from the beast as he coughed. Thanos grabbed Luke, burning his arm before throwing him into Iron Fist. Daredevil threw his club at Thanos, drawing his attention for She-Hulk to punch him into the air. Iron man flew after him and blasted him with his unibeam. Thanos was sent flying towards the ground, where Warpath waited. The Apache grabbed Thanos's arm and hammer threw him towards Beast, who kicked him up into the air. Dark hawk flew in, cutting Thanos's back, followed by Deathblade who cut his chest, then the Black Knight flew on his horse Aragon and slashed the aliens back again. Thanos roared in anger before Wonder man dropkicked him into the ground. Before the alien could rush out of the hole he left, Iron man, Captain Marvel and Darkhawk fired their chest rays at full power. The other heroes admired the light show they left as Thanos was consumed by the beam.

"Dude he got owned" Morph snickered, giving Noah a high five.

"FOOOOOLS!!" Thanos yelled.

The first of the Skrulls and the last of the Illuminate blew up in an explosion of fury. He shot Darkhawk and Captain Marvel out of the sky and with one roar he sent the heroes in front of him flying back. The Thing and Beast tried to get up off the floor, but Thanos shot both of them. US Agent struggled to get up, but collapsed. Spider-girl too also made an attempt to get up. Thanos kicked the girl onto her front, then stepped on her head. The red haired girl began to scream in agony as Thanos began putting his weight into his foot. An arrow and a hail of bullets bounced off of Thanos's back, he turned his head and shot beams out of his eyes, throwing both Hawkeye and Deadpool to the ground. Thanos raised his foot to take in Spider-girl's appearance. Spider-man looked over and widened his eyes in shock; the girl was Mary-Jane Watson, the girl next door.

Gathering all his strength he got up and yelled "LEAVE HER ALONE!!"

Aeon landed beside Spider-man, sensing the heroes desire to protect his friend. Sven's powers took affect and in a brilliant flash of light the two of them merged. Aeon emerged from the light, his armour a similar colour scheme to Spider-man's, his eyes were also the same shape as the lenses on Spider-man's mask. Eight razor sharp spider legs also burst out of his back.

"**DIDN'T YOU HEAR WHAT HE SAID!!" **Aeon yelled as he flew at Thanos and punched him into the air.

Aeon then shot a web out of his arm thicker than any Spider-man had ever span. The web stuck onto Thanos's chest and Aeon pulled. Thanos was then sent flying back down towards Aeon, who impaled him with his spider legs.

"I thought…you never killed…scum!" Thanos said, coughing his purple blood out with each pause.

"**Oh I don't think this has killed you has it?" **Aeon asked.

"Your right about that" Thanos smirked.

Spider-man's warning sense didn't react in time as Thanos broke the spider legs off. He pulled the legs out of his chest and smiled as the wound sealed. Aeon grabbed Mary Jane and jumped away from Thanos. Demolition man and Wonder man grabbed Thanos in an attempt to keep him away from Spider-man and Aeon as they separated. Thanos threw both powerhouses away from him and began marching towards the two panting heroes.

"Oh god, MJ" Peter said, holding the battered Spider-girl close.

"**Go get her to one of the healers, I'll try to distract him"** Aeon said.

As Spider-man picked Mary Jane up, Aeon gathered up his energy and threw it at Thanos. The energy exploded upon contact with Thanos. Much to Aeon's surprise the alien walked out of the explosion without a scratch.

"As if I'll let you get away" Thanos said, aiming the palm of his hand at Spider-man.

"**SPIDER-MAN LOOK OUT!!"** Aeon yelled.

Thanos fired a surge of purple electricity at Spider-man, Aeon flew as fast as he could but he wasn't fast enough. Gravity however was as he intercepted the shot.

"**NOOO!!" **

Gravity yelled in pain as the electricity singed his skin and tore apart his costume. The young hero went limp as he fell to the ground. Aeon flew to Gravity's side, holding him close.

"**Gravity stay with me" **Aeon sniffed. **"ELIXIR WHERE ARE YOU!!" **Aeon yelled.

Aeon stared down at the weakened Gravity, his eye lenses had cracked and his mouth was trembling as he spoke.

"Aeon…did…I discover…what heroism…truly is?" He asked weakly and silently.

The light in Gravity's eyes faded and his body went cold. Aeon lowered his head and removed Gravity's goggles so he could close his eyes. He stood up, gently laying his comrades body out on the floor. Aeon griped Gravity's goggles, staring at the boy who had wanted to be an Avenger.

"**Yeah buddy…you did find out what heroism is…you are a hero" **Sven said calmly.

Aeon laid Gravity's goggles out on the boy's chest, and patted his shoulder. Thanos was about to laugh at the display, however as soon as he opened his mouth Aeon punched him straight in the face.

"**DON'T YOU EVER TALK AGAIN!!" **Aeon yelled. **"And grow a pair of eyes at the back of your head" **he added.

Thanos looked at Aeon in confusion before a lighting bolt ripped through his shoulder. The alien turned around to see Thor with his hammer raised. A second later the Hulk landed on Thanos. Thor and Hulk jumped to Aeon's side, with looks of determination on their faces.

"**Focus on what we both want!"**

"Yes Justice for our fallen comrade" Thor said.

The explosion of light consumed the heroes and the fused Aeon flew out of the smoke. Armour no longer covered his arms, they were bigger and green like the Hulks, and he wore Thor's chest plate and cape, along with his cape and the wings on his helmet. Aeon's eyes were now green and so was the hair at the back of his head. In his left hand he held Thor's hammer. With one roar electricity slammed into the ground around him and gathered into the glowing circles on his chest plate and his giant hammer.

"Pathetic fools" Thanos said as he got out of the crater.

The Fused Aeon flew at Thanos, striking him with his hammer. The force of the strike threw Thanos's head back. He quickly head butted the fused hero and punched him in the chest. Aeon was sent skidding across the floor, but he recovered and growled in anger. He drew his fist back and slammed it into Thanos's chest. The shockwave shattered the glass around them and threw some of the unconscious heroes and villains aside. Thanos grinded his teeth together in annoyance as other heavy hitters began to arrive. Mimic, Luke and the Thing uppercut Thanos, sending a few inches into the air before he slammed onto a hydrant.

**"TIME FOR YOU TO FEEL THE MIGHT OF THOR AND THE RAGE OF THE HULK!!"**

Aeon threw his hammer into Thanos's chest, followed by Goliath who slammed his giant fist into Thanos. Before Thanos had a chance to recover, Wolverine slashed him across the back followed soon after from a slash by Deathblade. Deathblade span his scythe around, gathering his black energy into a raging inferno. The fires were actually blistered Thanos's durable skin. However they only seemed to anger Thanos further. Once more Deathblade slashed Thanos across the chest, this time even deeper than before. Thanos grabbed Deathblade by the throat and slammed him against the war.

"You annoying fool, you only exist because I wish it!" the alien said.

"**You've been manipulating things from behind the scenes, weakening Wakanda with the war, weakening S.H.I.E.L.D. and manipulating the Masters of Evil! Well you may have controlled them but you sure as hell had no control over me!" **Deathblade said defiantly.

The two super powers stayed, staring at each other until the rocks around them began crumbling. Suddenly Thanos threw Deathblade over his shoulder, then flew into the air and punched Aeon in the stomach. Coughing, Aeon fell to the ground, separating from Thor and Bruce Banner, who were now both unconscious. Thanos flew towards the heroes and began punching and blasting them. Darkhawk received multiple punches to his head and his helmet actually began to crack. She-hulk tackled Thanos, but the alien grabbed her arm and twisted it out of place. He then punched Wolverine in the stomach with an energy- empowered fist, no doubt crushing most of his internal organs. Cyclops blasted Thanos from behind and was lucky enough to be pushed out of the way of Thanos's beam by Psi-Lord. Quinton Quire used his TK to pelt Thanos with stones and boulders. However Thanos reversed the affects and instead the stones were sent towards Quinton. Noah changed into his shadow form and slashed all of the rocks into pieces with his claws. The Shadow ran at Thanos but was knocked away with just one punch. Namor and Demolition man attempted another assault on Thanos; however both were shot in the chest, but the shot that hit Demolition man actually cut through him. US Agent blocked one of Thanos's rays, however his shield shatter to pieces. John stood his ground as Thanos prepared to fire again. Energy met energy and John looked in shock to see Sven's father Slade protecting him with a barrier.

"AEON GET UP!!" Slade yelled.

Aeon slowly got up off the floor but fell down.

"**Damn, I don't have enough power!" **Aeon growled.

Two hands stretched out towards the young hero and he finally looked up. Standing before him was Iron man and Captain America.

"I thought you always said to never give up" Tony scoffed behind his helmet.

"And now we're telling you to get back up" Cap smiled.

"**You guys know what to do?" **Aeon asked.

"Think about stopping Thanos" The two heroes said together.

In a bright flash of light, the heroes merged. Instead of flying out of the light Aeon stayed still. Thanos dropped the smiling Slade to look at his new opponent. The light faded and the heroes all gasped in awe at Aeon's new form. He wore armour like Iron Man's, except for it was blue and red and had a white star on the chest, his mask/helmet was still the same apart from it was a blue colour, with two white wings above the ears. On his right arm was a gold and red version of Captain's America's shield.

"Pathetic!" Thanos muttered.

Suddenly Aeon ignited the rockets on his back and feet, flying at Thanos. He flipped around, dodging a punch from the Skrull god. Aeon threw Cap's shield, hitting Thanos across the side of the head before blasting him with Iron man's palm lasers. Thanos tried to punch Aeon as the shield returned to his hand. Aeon blocked the punch with the shield, the hit Thanos across the side of the head, and then punched him in the jaw. He flew up and kicked Thanos at the back of the neck. Thanos roared in agony as Aeon burned him with Iron man's foot rockets. He grabbed the heroes' foot and threw him to the floor.

"YOU PATHETIC MEANINGLESS HUMAN!!" Thanos yelled.

Thanos raised his fist but before he could bring down a crushing blow Deathblade jumped towards him and swung his scythe. The anti-hero landed on the ground and smirked as Thanos's arm suddenly dropped off.

"YOU BASTARD I'LL DESTROY YOU!!" Thanos yelled.

"**Sorry ugly but he's still got to beat me" **Aeon said before smacking Thanos round the back of the head with his shield.

"**Ready to finish this?" **Deathblade asked.

Aeon merely nodded his head and ran at Thanos, grabbing him by the arm. He flew up into the air and hammer threw the alien into the skies. Deathblade began spinning his scythe over his head, gathering up any energy he had left. Aeon threw his shield, which was surrounded by an aura of blue energy. The shield suddenly multiplied into ten other shields. Each shield hit Thanos like a bullet from different angles. Slade smiled as his son and his rival flew side by side. The shield all circled around Thanos as he fell, and they all fired beams of light at the alien. Thanos yelled in utter agony as the beams burnt at his skin. Aeon and Deathblade suddenly appeared over him, Aeon grabbed his rival's arm and hammer threw him towards Thanos. Deathblade span around like a drill and slammed into Thanos. Thanos hit the ground and coughed out most of the blood gathering in his stomach, his chest had also suffered a brutal cut. Deathblade flew out of the crater he had left and panted as he leant on his scythe.

"GO FOR IT AEON!" Jewel yelled.

Aeon's team cheered him on as he returned to his normal form, separating from Cap and Iron man who were picked up by Scarlet Spider and War Machine. An aura of red energy surrounded Aeon as he flew at incredible speed, down towards Thanos. Thanos yelled before he was silenced by Aeon's incredible attack. The crater grew bigger as Aeon flew into Thanos's chest with the devastation of a rocket. There was a moment of silence before Sven walked out of the crater, his second skin beginning to fall off. Sven raised his arm up and blew out a sigh of relief.

"Good guys ten hundred and sixty six, bad guys nothing as usual!" Sven grinned.

Those heroes who weren't wounded or weren't helping the wounded ran to Sven's side. Hercules ruffled the boy's hair while heroes like Luke Cage and Cyclops gave him a pat on the back. John and Steve removed their masks and smiled at their friend. Sven gave the other heroes a thumbs up before they made way for Slade. Father and son looked at each other for a moment before they hugged one another. Tears ran down Sven's face as he and Slade laughed. The heroes took note that Thanos had disappeared, but they didn't care, if he did come back they would all be here to stop him. Grieving and repairs would come later, for now they would watch this reunion with pride.

Next Final Chapter: An agreement reached, a year to rebuild

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	23. Chapter 23

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Disclaimer: I dont own Marvel

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Marvel Universe: Heroism

Final Chapter: An agreement reached

Out of all the cities in the world it was New York that had received the most damage. The ruined Skrull mother ship had crashed into the harbour. Ruins like these were heaven for the worldwide organisation known as Damage control. They were super powered beings from failed super soldier experiments; most of the members were people who had taken Pym's giant man formula. Even some of the civilians and villains helped with rebuilding. In the main briefing room of the Triskelon, Fury, Tony and Steve sat at the table. A few minutes passed and they were soon joined by Xavier, Magneto and most surprisingly of all Baron Zemo and the Kingpin of crime Wilson Fisk. Steve frowned upon seeing the criminal mastermind, who had just sat in a bunker while his country was being devastated. Nick looked to see Steve's expression and shared his sentiment, if only they had evidence to back up their claim that Fisk was the Kingpin.

"Well I suppose we can get this meeting underway" Nick said bitterly.

"What about Namor and T'Chaka?" Xavier asked.

"Namor wants no part of us, he only got involved in the battle because his cousin was killed, however he did say that Aeon has his eternal respect" Steve explained.

"Defeating an alien god and avenging your cousins death can do that" Tony smiled.

"T'Chaka said the same thing to Ororo when my team left" Xavier said.

"I am only here because my children wish to join your Avengers team" Magneto said in his high and mighty attitude.

"How do you know we're making an Avengers team?" Tony asked with a puzzled expression on his face.

Zemo smirked behind his mask "Please after events as big as this every team has a change of its roster" he said and the others merely nodded their heads in agreement.

"This time the Avengers will be independent, no government and no S.H.I.E.L.D. it'll practically be its own country" Nick pointed out.

"Stark tower is going to be converted into a base for the team, while the mansion will be rebuilt as a museum as well as a living quarters for young super humans, its quite essential to this new project I'm working on" Tony added before putting a list on the table.

Each man looked at the name on the list, which read the names:

**Luke Cage **

**Ant-man**

**Justice**

**Hawkeye **

**Thor **

**She-Hulk**

"Add Wanda and Pietro to this list" Magneto demanded more than requested.

"I also have a list for the program I wish to set up for S.H.I.E.L.D." Zemo said as he threw a list onto the table.

**The Beetle**

**Screaming Mimi**

**Meteorite**

**Shocker**

**Atlas**

**Sandman**

"And who are these crooks supposed to be?" Steve asked with Venom in his voice.

"We may have to change their names and costumes around a bit, except for Marko after all his daughter is dying and that can gain my Thunderbolts sympathy" Zemo explained.

"I know you were really planning on betraying the masters but what makes you think that we're going to actually agree with this plan you've set up?" Nick asked.

"My team mates want to make up for the bad choices they made in life, that and I have a peace offering" The Baron pointed his finger at Fisk.

"Zemo what are you saying?" Fisk asked.

Armed guards seized Fisk, tackling him on the floor and piling on top of him.

"As well as a bit of evidence as to what Fisk gets up to in that over priced and unnecessarily fancy office building of his" Zemo chuckled as he waved a tape in front of the General's face. "Although you may want to fast forward past a rather disgusting encounter between him and a certain corrupt detective" Zemo shuddered while Fisk gasped in horror.

"I hope his wife isn't as powerful as he is" Tony whispered to Steve who couldn't help but laugh at the situation.

"Just because I've renounced my criminal ways doesn't mean I'm not still ruthless and cunning" Zemo said.

The leaders spent the next hour discussing their hopes for the future and the changes that would be made for the better. Across the world repairs were being made, but in a certain building in New York a journalist had already gotten to work. He tapped away at the keys on his old typewriter, looking at the sheet of paper with passion in his work. Ben Urich was an almost award winning journalist who had worked with the Daily Bugle for a number of years and though his articles were enjoyed he could never get an award. But this was probably his chance; he got his info and typed his words down, now all he needed was a title.

'Heroes: They make the impossible possible, thank you Avengers!' Ben smiled as he typed the title in.

Goliath shook his head as he watched Aeon lift some rubble over his head. Even though he had reunited with his father he chose helping with repairs to the city over a reunion with the family. Then again that reunion would most likely involve explaining to his mother how he became a super hero and why he kept it from her, which was something Bill understood.

"Yo Aeon, why don't you head on home son, we can take care of this" Luke Cage said, helping a few construction workers lift chunks of rocks.

"**No thanks, I'll just carry on!"** Sven said.

"He just wants to avoid a confrontation with his mother" Speedball muttered.

"I think every heroes worst nightmare is having the "why I never told you" talk with their parents" Scarlet Spider muttered.

"What about the why I got killed talk" Virgil said in his depressing manner.

Aeon had heard Virgil's comment and looked over at the body bag that held Gravity. Alls he could think about from that moment on was how poor Gravity's parents would react. The young hero had so much potential to save lives with his powers; he could have joined the Avengers, travelled through space and save very planets. But Sven shook the thought away; guilt was never going to get him anywhere. He had played a hand in his sacrifice and he didn't even know the poor boys real name.

'Damn!' Sven thought, shaking his head as he tried to get Gravity's death out of his head.

Elsewhere, in S.H.I.E.L.D's medical tent, an unmasked Spider-man sat over the wounded Spider-girl.

"I still can't believe that you were her, so you having a fever the same day I did wasn't a coincidence, you were bit too!" Peter said, running a finger across the cheek of the red haired girl.

Peter put a hand to his eyes and shook his head. He had always held an attraction to Mary Jane; after all she was the girl next door. First time he saw her, when he was a toddler he had asked his aunt whether this girl was an angel. Now as a teenager, slowly growing into a young adult peter realised that MJ was something better, a hero. Mary Jane awoke and smiled at Peter, gripping his hand on her cheek.

"Hey!" Peter said.

"Hey!" MJ giggled back.

"So…your Spider-girl?"

"So…your Spider-man?"

There was a moment of silence before both friends burst into laughter.

"You know I think I always knew, I just had a hard time thinking that you were Spider-man" Mary Jane said.

"Believe it or not I had a hard time thinking you were a super hero too" Peter chuckled.

"So did Fury tell you that you had to join S.H.I.E.L.D. when you came of age?"

"Yeah!" Peter said, looking at the floor.

"Mary Jane Watson agent of S.H.I.E.L.D. do you think it sounds better than Spider-girl?"

"How about Arachne?" Peter turned around and gasped as Eddy Brock had woken up.

"Eddy!" Peter whispered.

"You know I had always wanted to kill you Pete, but without the symbiote I'm starting to see what's right in the world, and creating human smart bombs isn't what I see" Eddy explained.

"Eddy, will you be okay?"

"Yeah, I'll be just great!" Eddy said with a smile.

Outside, Aeon helped Luke Cage and Demolition man lift a piece of rubble, revealing two children that had been trapped. The two little girls jumped at Aeon, hugging him tightly.

"Watch out Aeon the papers might accuse you of something" Luke teased, pointing at the gathering reporters.

Aeon put the two girls down and kneeled down to their level.

"**You just stay here with uncle Power and Demolition ok, I'll find someone who can locate your parents ok"** Aeon said and the two girls nodded their heads.

Sven took to the air and looked around the city ruins until he found Virgil.

"**Hey Psi-Lord!"** Aeon called.

"Do you require something Aeon?" Virgil asked.

"Yeah, can you scan the minds of two girls to see who their parents are and then find them?"

"Just give me a moment" Virgil said, he froze and his eyes glowed an eerie purple colour.

Aeon tapped his foot against the ground, shivering at the frightening sight of Virgil's enhanced telepathy.

"Eight blocks away from here there's a couple in their fifties crying the names Rosetta and Regina" Virgil said.

"**Whose the nearest flyer to them?"** Aeon asked.

"Nova but I thought the main idea was for you to retrieve them"

"**No if Nova's closer it makes much more sense for him to retrieve them"** Aeon said before flying off.

"I would have though that he would have retrieved them so he can claim the glory" M said.

"This Aeon character isn't like you Monet!" Virgil said, before turning his attention to the rubble of a building.

Elsewhere at Sven's house, his mother sat on the chair, sighing in relief that every thing was over. Hal walked out of the house, passing Slade on his way out.

"About time you got here!" Hal smirked.

"I trust nothing happened" Slade said casually.

"Please she clearly still loves you, that and I think that a teacher dating his students mother is wrong, so I don't do it" Hal patted Slade on the shoulder "Despite the fact that your sons a super hero, I think that your all going to be a great family again"

"Thanks old friend" Slade said.

Hal nodded and for a split second his eyes took on a green colour. Slade walked into the house, examining its layout, he smiled, as nothing had seemed to change. The old soldier walked into the living room and smiled at the sight of his girlfriend stirring in her sleep. Elizabeth's eyes suddenly opened as she noticed who was in front of her. She got off the chair and walked towards Slade, she ran a hand across his chest and gasped in utter shock. Tears ran down her face before she clapped Slade across the cheek.

"So what did you come back to make love to me again, this isn't how family works Slade you have to…" But Elizabeth's words were interrupted as Slade softly pressed his lips against hers.

Husband and wife embraced, enjoying the moment they had together.

"Mom who's this strange man?" Elizabeth and Slade fell back in surprise at Kate's voice.

Slade looked down at the girl that was his daughter. He was surprised to see more of Elizabeth in the young girl, while Sven was more like him in both looks and attitude. Slade kneeled down in front of the girl and smiled.

"Kate…I'm your father, I've been away for a while but what I will tell you is that I helped save the world, and I will make this promise that I will make up for the times that I wasn't there for you and your brother" he said.

Kate looked at the man for a moment before putting a smile on her face "Where is that idiot anyway?" She asked and Slade burst into laughter.

Kate and Elizabeth suddenly burst into tears before they hugged Slade. Slade closed his eyes and let a single tear roll down his face. Alls they needed now was for Sven to walk in, but the man knew that Sven was doing what he felt was right.

* * *

This had been one thing that Sven had dreaded, meeting the parents of Gravity. They appeared to be good people, and Sven had an instinct to see the good qualities in people.

"I never would have thought that the kids name was Greg Willis!" Darkhawk said.

Aeon lowered his head as the family walked into the tent filled with the dead. He flinched as he heard Greg's mothers cry. A group of reporters ran towards the tent and Aeon turned towards them.

"**GET LOST AND SHOW SOME RESPECT!!"** Aeon yelled.

But much to Aeon's shock the reporters disappeared in a flash of pink light. He looked to his side and widened his eyes to see Calvin kissing Blink.

"That was good, but you still owe me more" Clarice said playfully.

"How about we find a more private spot" Calvin said, playing along.

"Pick a building Mimic!" Blink grinned.

Sven retracted the top half of his second skin mask and walked into the tent. He looked the grieving parents straight in the eye. Much to their surprise tears were running down the heroes face.

"**Your son…no matter what people say, no matter how many mistakes he made…Greg Willis died a true hero, not a super hero but a true hero…you raised a good person, I just wanted you to know that" **Sven explained, he wiped the tears away with his arm before he walked out of the tent.

Aeon restored his mask and took flight, intending to spend his time with his family. Upon arrival, Sven was welcomed with a hug from his mother.

"Mom…I!" Sven said, trying to play the confused role.

"There's no use kiddo, she knows" Slade said.

"I knew ever since it started pretty much" Elizabeth said with a smile. "Though I'm disappointed in you keeping secrets I know that you've done gone a lot of good as Aeon"

"So…what happens now?" Sven asked.

"No more super heroics for me buddy, from now on I'll be a family man" Slade said, laying a hand on his sons shoulder.

Sven gasped as he was surrounded by the blue energy that Slade had previously used. He stared at his hands in astonishment, he felt better than he ever had before. Suddenly, both Sven and Slade became alert as they heard the sound of metal creaking. They turned their heads towards the door to see Magneto, although he lacked his armour, instead wearing a sweater and coat. Beside him were his children Wanda and Pietro, while the latter was wearing similar clothing to his fathers, Wanda was wearing her revealing red costume with a fur coat.

"A family man…wish I had that courtesy" Magnus said as he slowly walked into the house.

Slade and Sven dropped their stances, feeling that they could trust the mutant leader. While Magnus was walking around the room in his build up to his speech, Wanda was examining the common room with unimpressed eyes. Pietro sighed as a smile crossed Wanda's face upon seeing Sven. The Scarlet Witch walked like a model towards a nervous Sven.

"It is good to see you again old friend" Magnus said, patting Slade on the shoulder.

"Hey how did you know my dad bucket head?" Kate demanded, causing Magnus to laugh at the girl's innocence.

"Your daddy saved my daddies life once" Wanda said, running a finger along Sven's blushed cheek.

"And he lived in Genosha for a time" Pietro added, sighing at Wanda's behaviour.

"I came here because your house in Genosha is currently unoccupied, I can guarantee transport into the country if you wish it" Magnus said.

"Thank you for the offer Magnus, but for now at least my family and I would like to live here" Slade said.

Magnus nodded his head and walked towards the door.

"You know how to contact me, but I have a feeling that we'll be meeting again sooner than you think" Magnus smirked as his eyes crossed towards Kate.

"See ya Sven!" Pietro said quickly, before he ran out of the house.

"I hope we meet again Sven" Wanda waved playfully before walking out of the house.

Sven shook his head in shock, "What just happened?" he asked.

"I think its safe to say that Pietro and Wanda aren't an incest couple" Slade smirked.

"If Faith comes round could you not tell her about this" Sven said.

"Tell me what exactly?" Faith asked from the doorway.

Sven jumped up in surprise and rubbed the back of his head sheepishly. Slade and Elizabeth both smiled as they picked up Kate and walked out of the room. Faith walked towards Sven and hugged him. He hugged back, thanking whatever god did exist that he had found someone like this.

"I was so worried about you" Faith said with a tear in her eye.

"Well I survived, and I'll always have the strength of other heroes with me" Sven said, planting his hand on the girl's cheek.

"Worrying every day that something will happen to you is unbearable" Faith said and this caused Sven to reel back in shock.

A smile crossed Faith's lips before she kissed Sven.

"If you can go out there and sacrifice your life, then I can certainly stay with you and sacrifice my feelings" Faith said.

The two teens moved their heads towards one another, their lips just inches from touching. Slade suddenly grabbed them by their shoulder with a smile.

"Well now that you've gotten that out of the way, how about staying over for dinner" Slade said with a grin.

Elizabeth shook her head at Slade's timing, but all the same Faith and Sven burst into laughter. Though it would probably take a year at the most to repair most of the damage to the city, it seemed that the heroes could finally enjoy a period of peace. Unknown to the family, a hooded figure watched them from a tree outside. A smile crossed over the lips of Cade Hunter.

'The Serum gave him his power, but his loved ones give him his strength, we'll meet again Aeon!' The boy thought before he disappeared in a flash of red light.

* * *

Along with repairs to the city, Stark Tower was also being renovated. The painters and builders were starting from the bottom. Tony travelled up the elevator and into his office. He dropped the scotch bottle on his desk into the bin and sat down at his computer.

"Homer, access the SHRA file for me" Tony said.

"_Yes sir!"_

"Good now delete it for me"

_"Permanently sir, but I thought you planned to suggest this act to the president"_

"Such a thing isn't necessary"

_"Very well sir…SHRA file along with all its properties has now been deleted"_

"Good now make a new file, I think its time we started planning my newest project, The Initiative!"

The End for now!

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Hope everybody enjoyed it, despite some of the lack of reviews I had fun writing it. Like the heading said it isnt the end of my Marvel series.

Leave a review if you want and tell me what you thought about it


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